{"filing":{"accession_number":"0001534120-26-000040","cik":"0001534120","ticker":"AVTX","company_name":"Avalo Therapeutics, Inc.","form":"8-K","filing_date":"2026-06-12","report_date":null,"primary_document":"avtx-20260611.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1534120/000153412026000040/avtx-20260611.htm"},"events":[{"id":10832,"run_id":9503,"accession_number":"0001534120-26-000040","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Avalo Therapeutics exchanged 4,294.675 shares of Series C Preferred Stock for newly created Series C-1 Preferred Stock in an unregistered transaction with an accredited investor, removing the 4.99% beneficial ownership restriction and allowing the investor to increase ownership to 9.99%. The Series C-1 Preferred Stock includes conversion rights (1,000 shares of Common Stock per preferred share), broad-based weighted average anti-dilution protection, and dividend parity, materially affecting shareholder concentration and dilution risk.","company_name":"Avalo Therapeutics, Inc.","ticker":"AVTX","filing_date":"2026-06-12","submitted_at":null,"items":[{"id":7247,"accession_number":"0001534120-26-000040","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Avalo Therapeutics exchanged 4,294.675 shares of Series C Preferred Stock for newly created Series C-1 Preferred Stock in an unregistered transaction with an accredited investor. The key material aspect is the removal of the 4.99% beneficial ownership restriction, allowing the investor to increase ownership to 9.99%, which represents a significant change in shareholder concentration and control dynamics. The unregistered nature of the exchange and the expansion of ownership limits would materially affect investor assessment of ownership structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7248,"accession_number":"0001534120-26-000040","item_number":"3.03","item_title":"Material Modification to rights of Security Holders.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.03 references Item 3.02 (Unregistered Sales of Equity Securities), which is the standard disclosure vehicle for dilutive issuances such as private placements or convertible offerings. The cross-reference indicates a material modification to security holders' rights arising from an equity issuance that would dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7250,"accession_number":"0001534120-26-000040","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses a Certificate of Designation for Series C-1 Preferred Stock filed on June 11, 2026, establishing new preferred stock terms including conversion rights (1,000 shares of Common Stock per preferred share), a 9.99% beneficial ownership limitation, dividend parity, and broad-based weighted average anti-dilution protection. While this is technically an amendment to the Certificate of Incorporation (Item 5.03), the substance reflects a material financing or capital restructuring event involving the issuance of convertible preferred stock with significant economic rights. This does not fit cleanly into the specific event categories (not a simple bylaw amendment, not M\u0026A, not exec-related), but the creation of new preferred stock with conversion and anti-dilution rights would materially affect investor assessment of capital structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10833,"run_id":9503,"accession_number":"0001534120-26-000040","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Avalo Therapeutics amended employment agreements for four named executives (CEO Dr. Neil, CFO Sullivan, CMO Dr. Doyle, and CBO Boyd) to modify severance, change-of-control payments, equity acceleration, and 280G tax gross-up provisions.","company_name":"Avalo Therapeutics, Inc.","ticker":"AVTX","filing_date":"2026-06-12","submitted_at":null,"items":[{"id":7249,"accession_number":"0001534120-26-000040","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses amendments to employment agreements for four named executives (CEO Dr. Neil, CFO Sullivan, CMO Dr. Doyle, and CBO Boyd) that modify severance, change-of-control payments, equity acceleration, and 280G tax gross-up provisions. These are compensatory arrangements affecting potential payments and benefits upon termination and change of control, which is the core subject matter of Item 5.02(e) and the exec_compensation event type.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":7247,"accession_number":"0001534120-26-000040","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Avalo Therapeutics exchanged 4,294.675 shares of Series C Preferred Stock for newly created Series C-1 Preferred Stock in an unregistered transaction with an accredited investor. The key material aspect is the removal of the 4.99% beneficial ownership restriction, allowing the investor to increase ownership to 9.99%, which represents a significant change in shareholder concentration and control dynamics. The unregistered nature of the exchange and the expansion of ownership limits would materially affect investor assessment of ownership structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"Avalo Therapeutics, Inc.","ticker":"AVTX","filing_date":"2026-06-12"},{"id":7248,"accession_number":"0001534120-26-000040","item_number":"3.03","item_title":"Material Modification to rights of Security Holders.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.03 references Item 3.02 (Unregistered Sales of Equity Securities), which is the standard disclosure vehicle for dilutive issuances such as private placements or convertible offerings. The cross-reference indicates a material modification to security holders' rights arising from an equity issuance that would dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"Avalo Therapeutics, Inc.","ticker":"AVTX","filing_date":"2026-06-12"},{"id":7249,"accession_number":"0001534120-26-000040","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses amendments to employment agreements for four named executives (CEO Dr. Neil, CFO Sullivan, CMO Dr. Doyle, and CBO Boyd) that modify severance, change-of-control payments, equity acceleration, and 280G tax gross-up provisions. These are compensatory arrangements affecting potential payments and benefits upon termination and change of control, which is the core subject matter of Item 5.02(e) and the exec_compensation event type.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"Avalo Therapeutics, Inc.","ticker":"AVTX","filing_date":"2026-06-12"},{"id":7250,"accession_number":"0001534120-26-000040","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses a Certificate of Designation for Series C-1 Preferred Stock filed on June 11, 2026, establishing new preferred stock terms including conversion rights (1,000 shares of Common Stock per preferred share), a 9.99% beneficial ownership limitation, dividend parity, and broad-based weighted average anti-dilution protection. While this is technically an amendment to the Certificate of Incorporation (Item 5.03), the substance reflects a material financing or capital restructuring event involving the issuance of convertible preferred stock with significant economic rights. This does not fit cleanly into the specific event categories (not a simple bylaw amendment, not M\u0026A, not exec-related), but the creation of new preferred stock with conversion and anti-dilution rights would materially affect investor assessment of capital structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:20:49.784989+00:00","company_name":"Avalo Therapeutics, Inc.","ticker":"AVTX","filing_date":"2026-06-12"}]}
