SEC Form 3 filed by new insider Segal Lloyd Mitchell
$AKTS
Biotechnology: Pharmaceutical Preparations
Health Care
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/08/2026 |
3. Issuer Name and Ticker or Trading Symbol
Aktis Oncology, Inc. [ AKTS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series A Redeemable Convertible Preferred Stock | (1) | (1) | Common Stock | 13,142 | (1) | I | See Footnote(3) |
| Series B Redeemable Convertible Preferred Stock | (2) | (2) | Common Stock | 6,489 | (2) | I | See Footnote(3) |
| Stock Option (Right to Buy) | (4) | 02/21/2031 | Common Stock | 32,856 | $1.45 | D | |
| Stock Option (Right to Buy) | (5) | 11/15/2032 | Common Stock | 31,542 | $3.66 | D | |
| Stock Option (Right to Buy) | (6) | 06/30/2034 | Common Stock | 6,571 | $4.95 | D | |
| Stock Option (Right to Buy) | (7) | 12/09/2034 | Common Stock | 10,514 | $10.66 | D | |
| Stock Option (Right to Buy) | (8) | 01/07/2036 | Common Stock | 18,933 | $18 | D | |
| Explanation of Responses: |
| 1. Each share of Series A Redeemable Convertible Preferred Stock is convertible into shares of the Issuer's Common Stock on a 3.8044-for-1 basis and have no expiration date. All shares of Series A Redeemable Convertible Preferred Stock will automatically convert on a 3.8044-for-1 basis into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering of its Common Stock. |
| 2. Each share of Series B Redeemable Convertible Preferred Stock is convertible into shares of the Issuer's Common Stock on a 3.8044-for-1 basis and have no expiration date. All shares of Series B Redeemable Convertible Preferred Stock will automatically convert on a 3.8044-for-1 basis into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering of its Common Stock. |
| 3. Consists of 13,142 shares of Series A Redeemable Convertible Preferred Stock and 6,489 shares of Series B Redeemable Convertible Preferred Stock held by Arvala, Inc.(f/k/a 3996953 Canada Inc.). The Reporting Person is the president and sole stockholder of Arvala, Inc. and may be deemed to share the voting and dispositive power over the shares held by Arvala, Inc. |
| 4. These options have vested in full. |
| 5. 25% of the original number of shares subject to the option vested on November 1, 2023, and 1/48th of the original number of shares subject to the option vested or shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each vesting date, inclusive. |
| 6. Beginning on January 1, 2024, 1/48th of the original number of shares subject to the option vested or shall vest in monthly installments, subject to the Reporting Person's continuous service through each vesting date, inclusive. |
| 7. Beginning on October 9, 2024, 1/48th of the original number of shares subject to the option vested or shall vest in monthly installments, subject to the Reporting Person's continuous service through each vesting date, inclusive. |
| 8. The number of shares subject to the option shall vest in full on January 8, 2027, subject to the Reporting Person's continuous service through such vesting date. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Lloyd Mitchell Segal | 01/08/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||