Peter A. Thompson, a director and 10% owner of Aspen Neuroscience, Inc. (NASDAQ:ASPE), filed a Form 4 on November 4, 2026, disclosing transactions dated November 2, 2026, that included the automatic conversion of preferred stock into common stock upon the company's initial public offering and a direct purchase of 1,000,000 shares of common stock at $15 per share.

Key Highlights

  • IPO purchase: Thompson acquired 1,000,000 shares of common stock at $15 per share in Aspen Neuroscience's initial public offering on November 2, 2026.
  • Preferred stock conversion: Five series of convertible preferred stock (Seed-2, A-1, A-2, B, and C) automatically converted into common stock on a 1-for-9.8821 basis upon completion of the IPO, for no additional consideration.
  • Shares converted: The five conversion transactions resulted in a total of 2,589,132 shares of common stock acquired through conversion (196,541 + 642,745 + 616,984 + 625,743 + 507,119).
  • Post-transaction ownership: Following all reported transactions, the filing shows 3,589,132 shares of common stock beneficially owned indirectly.
  • Indirect ownership: All securities are held indirectly through OrbiMed Private Investments VII, LP, according to the filing.
  • Beneficial ownership disclaimer: The filing states that Thompson, OrbiMed Advisors LLC, and OrbiMed Capital GP VII LLC each disclaim beneficial ownership except to the extent of their respective pecuniary interest, if any.

Thompson's IPO Transactions and Preferred Stock Conversions at Aspen Neuroscience

According to the Form 4 filing, Peter A. Thompson, identified as a director and 10% owner of Aspen Neuroscience, Inc. (NASDAQ:ASPE), reported six transactions on November 2, 2026, all tied to the company's initial public offering. Five of those transactions were coded "C," reflecting conversions of preferred stock into common stock, and one was coded "P," reflecting an open-market or IPO purchase.

The filing states that pursuant to Aspen Neuroscience's Amended and Restated Certificate of Incorporation, each share of Series Seed-2, Series A-1, Series A-2, Series B, and Series C Convertible Preferred Stock automatically converted on a 1-for-9.8821 basis into shares of common stock upon completion of the IPO, for no additional consideration. The converted share counts reported are 196,541, 642,745, 616,984, 625,743, and 507,119, respectively. The filing notes these converted securities carry no expiration date.

In addition, the filing discloses a purchase of 1,000,000 shares of common stock at $15 per share in the IPO itself. All securities are held indirectly through OrbiMed Private Investments VII, LP. The filing identifies OrbiMed Capital GP VII LLC as the general partner of that entity and OrbiMed Advisors LLC as the managing member of OrbiMed GP. Investment and voting power over the shares is stated to be exercised by OrbiMed Advisors through a management committee comprised of Carl L. Gordon, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership except to the extent of his pecuniary interest, if any.

What Was Disclosed

Peter A. Thompson filed a Form 4 reporting six transactions on November 2, 2026, encompassing the automatic IPO-triggered conversion of five series of preferred stock and a purchase of 1,000,000 common shares at $15, bringing indirectly held common stock to 3,589,132 shares.