Alto Neuroscience, Inc. Securities Lawsuit Investigation

Shamis & Gentile P.A., a law firm that advocates for investors who are victims of securities fraud, is investigating potential claims against Alto Neuroscience, Inc. (ANRO)

If you purchased or held Alto Neuroscience securities and suffered losses, you may be eligible to join this securities investigation and seek compensation.

About Alto Neuroscience

Alto Neuroscience is a Delaware-incorporated clinical-stage biopharmaceutical company focused on developing precision psychiatry therapeutics.

The company’s pipeline includes drug candidates aimed at treating central nervous system disorders such as major depressive disorder (MDD), bipolar depression, and schizophrenia, with ALTO-100 as a lead asset.

What’s Being Investigated

The investigation concerns whether certain officers and directors of Alto Neuroscience may have breached their fiduciary duties to the company and its shareholders.

According to a recently filed federal securities fraud class action complaint, Alto and some of its officers allegedly made materially false and misleading statements about the company’s business, operations, and prospects.

The complaint alleges that:

• ALTO-100 was less effective in treating major depressive disorder than Alto’s public statements suggested
• The clinical, regulatory, and commercial prospects for ALTO-100 were overstated
• Alto’s business and financial prospects were, as a result, allegedly overstated
• The company’s public statements during the relevant period may have been materially misleading

These allegations focus on disclosures made around the time of Alto’s IPO and leading up to the October 22, 2024 announcement of ALTO-100’s Phase 2b trial results.

Key Timeline

• January 12, 2024: Alto files S-1 registration statement for IPO. Investors say this document set expectations for ALTO-100’s prospects.
• February 2, 2024: Alto completes IPO, shares begin trading on NYSE. Marks the start of the alleged class period.
• July 16, 2024: Alto announces enrollment completion for ALTO-100 Phase 2b trial. Investors allege this update reinforced optimistic expectations.
• October 22, 2024: Alto discloses ALTO-100 Phase 2b trial did not meet primary endpoint in MDD. Investors allege this contradicted earlier statements and led to a stock price drop.
• August 27, 2025: Securities class action complaint filed in federal court. Alleges misleading statements/omissions about ALTO-100 efficacy and prospects.

Why Investors May Be Concerned

Investors and stockholder plaintiffs argue that Alto’s officers and directors may have failed to ensure accurate and complete disclosures about ALTO-100’s clinical trial results and prospects.

Concerns and allegations advanced in the complaint:

• Misleading statements or omissions about ALTO-100’s effectiveness and regulatory outlook
• Inadequate board-level oversight of clinical trial data and disclosure controls, which could implicate “mission-critical” risk oversight duties
• Potential failure by officers to escalate or disclose negative trial data or internal “red flags” prior to the October 2024 announcement
• Concerns that the board’s audit and compensation committees may not have sufficiently monitored or responded to risks relating to ALTO-100 communications and executive incentives

These issues, according to stockholder arguments raised in the class action lawsuit, may raise questions under Delaware fiduciary duty law, particularly regarding loyalty, good faith, and oversight of mission-critical business risks.

Your Rights and Next Steps

This is an ongoing investigation into potential breaches of fiduciary duty by Alto Neuroscience’s officers and directors. If you purchased Alto Neuroscience shares at or near the February 2, 2024 IPO and still hold those shares, you may have certain rights.

Potential next steps:

• Request corporate books and records under Delaware law (Section 220) to investigate possible wrongdoing
• Seek to bring a derivative lawsuit on behalf of the company if evidence supports claims of officer or director misconduct
• Pursue remedies such as governance reforms, return of funds to the company, or court-approved incentive awards

Shareholders in derivative actions act on behalf of the company, not for personal recovery, and any monetary relief typically goes to the company itself. Courts may approve incentive awards for lead plaintiffs who help secure a recovery or governance change.

To preserve your rights, it is important to act promptly, as legal deadlines may apply.

You May Be Entitled to Compensation

Securities investigations are time-sensitive. If you purchased or held Alto Neuroscience shares between the February 2, 2024 IPO and the company's disclosures on October 22, 2024, and suffered losses, you may be eligible to participate in this investigation and seek remedies on behalf of the company.

Complete the form below to join the Alto Neuroscience investigation.