Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Galecto, Inc. (Name of Issuer) |
Common Stock, par value $0.00001 per share (Title of Class of Securities) |
36322Q206 (CUSIP Number) |
11/10/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 36322Q206 |
| 1 | Names of Reporting Persons
Paramora Holding LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
120,473.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
7.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The securities exclude shares of common stock, par value $0.00001 per share ("Common Stock") issuable upon the conversion of shares of Series C Non-Voting Convertible Preferred Stock, par value $0.00001 per share (the "Series C Preferred Stock") directly held by the Reporting Person. Subject to receiving approval by the Issuer's stockholders of the issuance of shares of Common Stock upon the conversion of Series C Preferred Stock in accordance with Nasdaq rules and the Beneficial Ownership Limitation set by the Reporting Person described below, each share of Series C Preferred Stock will automatically convert into 1,000 shares of Common Stock. Due to the conversion limitations on the Series C Preferred Stock, shares of Common Stock issuable upon the conversion of Series C Preferred Stock, if approved by the Issuer's stockholders, have been excluded from beneficial ownership set forth above. The shares of Common Stock issuable upon conversion of the shares of Series C Preferred Stock held by the Reporting Person are subject to a Beneficial Ownership Limitation of 4.99%. Row 11 is based on 1,597,321 shares of Common Stock outstanding as of December 29, 2025 as reported in the Issuer's definitive proxy statement on Schedule DEF 14A filed with the Securities and Exchange Commission on December 31, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Galecto, Inc. | |
| (b) | Address of issuer's principal executive offices:
75 State Street, Suite 100, Boston, Massachusetts, 02109 | |
| Item 2. | ||
| (a) | Name of person filing:
Paramora Holding LLC | |
| (b) | Address or principal business office or, if none, residence:
221 Crescent St., Building 23, Suite 105, Waltham, MA 02453 | |
| (c) | Citizenship:
Delaware | |
| (d) | Title of class of securities:
Common Stock, par value $0.00001 per share | |
| (e) | CUSIP No.:
36322Q206 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See the response to Item 9 on the attached cover page. | |
| (b) | Percent of class:
See the response to Item 11 on the attached cover page. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See the response to Item 5 on the attached cover page. | ||
| (ii) Shared power to vote or to direct the vote:
See the response to Item 6 on the attached cover page. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See the response to Item 7 on the attached cover page. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See the response to Item 8 on the attached cover page. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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