Olav Bergheim - 28 Oct 2021 Form 3 Insider Report for Sonendo, Inc. (SONX)

Signature
/s/ Jacqueline Collins, Attorney-in-Fact for Olav Bergheim
Issuer symbol
SONX
Transactions as of
28 Oct 2021
Net transactions value
$0
Form type
3
Filing time
28 Oct 2021, 20:28:51 UTC
Next filing
02 Nov 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SONX Common Stock 90,410 28 Oct 2021 Direct
holding SONX Common Stock 109,589 28 Oct 2021 Held by Micro LLC F2
holding SONX Common Stock 13,698 28 Oct 2021 Held by Fjord Ventures LLC F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding SONX Series A-1 Preferred Stock 28 Oct 2021 Common Stock 592,372 Held by Fjordinvest LLC F1, F4
holding SONX Series B Preferred Stock 28 Oct 2021 Common Stock 159,170 Held by Fjordinvest LLC F1, F4
holding SONX Series C Preferred Stock 28 Oct 2021 Common Stock 99,626 Held by Fjordinvest LLC F1, F4
holding SONX Series C-1 Preferred Stock 28 Oct 2021 Common Stock 239,584 Held by Fjordinvest LLC F1, F4
holding SONX Series D Preferred Stock 28 Oct 2021 Common Stock 393,473 Held by Fjordinvest (Cayman) Ltd. F1, F5
holding SONX Series B Preferred Stock 28 Oct 2021 Common Stock 52,766 Held by Fjord Ventures LLC F1, F3
holding SONX Series B Preferred Stock 28 Oct 2021 Common Stock 21,713 Held by Micro LLC F1, F2
holding SONX Series B Preferred Stock 28 Oct 2021 Common Stock 592,002 Held by Fjord Capital Partners I, L.P. F1, F6
holding SONX Series C Preferred Stock 28 Oct 2021 Common Stock 99,626 Held by Fjord Capital Partners I, L.P. F1, F6
holding SONX Series D Preferred Stock 28 Oct 2021 Common Stock 286,673 Held by Fjordinvest (Cayman) II Ltd. F1, F7
holding SONX Series E Preferred Stock 28 Oct 2021 Common Stock 24,906 Held by IRA. F1, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of the Issuer's preferred stock is convertible on a one-to-one basis into shares of the Issuer's common stock and has no expiration date. The preferred stock will automatically convert into common stock upon the closing of the Issuer's initial public offering.
F2 Mr. Bergheim is the president of Micro LLC and exercises voting and dispositive power over the shares held by Micro LLC. Mr. Bergheim disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in such shares.
F3 Mr. Bergheim is the president of Fjord Ventures LLC and exercises voting and dispositive power over the shares held by Fjord Ventures LLC. Mr. Bergheim disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in such shares.
F4 Mr. Bergheim is the president of Micro LLC, the managing member of Fjordinvest LLC, and is the manager of Fjordinvest LLC. Mr. Bergheim exercises voting and dispositive power over the shares held by Fjordinvest LLC. Mr. Bergheim disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in such shares.
F5 Mr. Bergheim is the chief executive officer of Fjordinvest (Cayman) Ltd. and exercises voting and dispositive power over the shares held by Fjordinvest (Cayman) Ltd. Mr. Bergheim disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in such shares.
F6 Mr. Bergheim is the manager of Fjord Venture Partners I, LLC, the general partner of Fjord Capital Partners I, LP, and exercises voting and dispositive power over the shares held Fjord Capital Partners I, LP. Mr. Bergheim disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in such shares.
F7 Mr. Bergheim is the chief executive officer of Fjordinvest (Cayman) II Ltd. and exercises voting and dispositive power over the shares held by Fjordinvest (Cayman) II Ltd. Mr. Bergheim disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in such shares.
F8 Held by PENSCO Trust Company, Custodian, FBO Olav Bergheim.

Remarks:

Exhibit 24 - Power of Attorney.