SEC Form 4 · accession 0001231919-26-000786
ALLURION TECHNOLOGIES, INC. · ALUR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jul 21, 2026
Accepted (ET)
Jul 23, 2026 · 5:10 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001964979
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.0001 par value per shareF1,F2,F3 | Jul 21, 2026 | J | 209,254 | — | D | 0 | I | See footnotes |
| Common Stock, $0.0001 par value per shareF4,F2,F5 | Jul 21, 2026 | J | 161,807 | — | D | 0 | I | See footnotes |
| Common Stock, $0.0001 par value per shareF6,F2,F7 | Jul 21, 2026 | J | 19,934 | — | D | 0 | I | See footnotes |
| Common Stock, $0.0001 par value per shareF8,F2,F9 | Jul 21, 2026 | J | 1,771 | — | D | 0 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Pre-Funded Warrant (Right to Buy)F1,F2,F3,F10 | $0.0001 | Jul 21, 2026 | J | 209,254 | A | — | — | Common Stock | 209,254 | 209,254 | I |
| Pre-Funded Warrant (Right to Buy)F4,F2,F5,F10 | $0.0001 | Jul 21, 2026 | J | 161,807 | A | — | — | Common Stock | 161,807 | 161,807 | I |
| Pre-Funded Warrant (Right to Buy)F6,F2,F7,F10 | $0.0001 | Jul 21, 2026 | J | 19,934 | A | — | — | Common Stock | 19,934 | 19,934 | I |
| Pre-Funded Warrant (Right to Buy)F8,F2,F9,F10 | $0.0001 | Jul 21, 2026 | J | 1,771 | A | — | — | Common Stock | 1,771 | 1,771 | I |
Explanation of responses
- F1On July 21, 2026, RTW Master Fund, Ltd. ("Master Fund") entered into an Exchange Agreement with the Issuer pursuant to which the Master Fund exchanged, for no additional consideration, 209,254 shares of the Issuer's Common Stock for a pre-funded warrant exercisable for up to 209,254 shares of the Issuer's Common Stock at an exercise price of $0.0001 per share (a "Pre-Funded Warrant").
- F10The Pre-Funded Warrant has no expiration date and is exercisable immediately. Notwithstanding the foregoing, the holder shall not be entitled to exercise the Pre-Funded Warrant to the extent that it would cause the aggregate number of shares of Common Stock beneficially owned by the holder, together with its Attribution Parties (as defined in the Pre-Funded Warrant), to exceed 9.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.
- F2RTW Investments, LP (the "Adviser") manages certain funds that directly hold the securities reported herein, including the Master Fund, RTW Innovation Master Fund, Ltd. ("RTW Innovation"), RTW Biotech Opportunities Operating Ltd. ("RTW Biotech Fund") and other funds or accounts managed by the Adviser (each, an "Other RTW Fund"). Roderick Wong, M.D. serves as the Managing Partner and Chief Investment Officer of the Adviser. Each Reporting Person disclaims beneficial ownership of the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F3Held directly by Master Fund.
- F4On July 21, 2026, RTW Innovation entered into an Exchange Agreement with the Issuer pursuant to which the RTW Innovation exchanged, for no additional consideration, 161,807 shares of the Issuer's Common Stock for a Pre-Funded Warrant exercisable for 161,807 shares of the Issuer's Common Stock.
- F5Held directly by RTW Innovation.
- F6On July 21, 2026, RTW Biotech Fund entered into an Exchange Agreement with the Issuer pursuant to which the RTW Biotech Fund exchanged, for no additional consideration, 19,934 shares of the Issuer's Common Stock for a Pre-Funded Warrant exercisable for 19,934 shares of the Issuer's Common Stock.
- F7Held directly by RTW Biotech Fund.
- F8On July 21, 2026, RTW Innovation entered into an Exchange Agreement with the Issuer pursuant to which Other RTW Fund exchanged, for no additional consideration, 1,771 shares of the Issuer's Common Stock for a Pre-Funded Warrant exercisable for 1,771 shares of the Issuer's Common Stock.
- F9Held by an Other RTW Fund.
Remarks
On June 18, 2026, the Issuer effected a 1-for-15 reverse stock split. The share counts herein reflect the reverse stock split.