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

Role
Director, 10%+ Owner
Signature
/s/ Jacqueline Collins, Attorney-in-Fact for Olav Bergheim
Stock symbol
SONX
Transactions as of
Oct 28, 2021
Transactions value $
$0
Form type
3
Date filed
10/28/2021, 08:28 PM
Next filing
Nov 2, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SONX Common Stock 90.4K Oct 28, 2021 Direct
holding SONX Common Stock 110K Oct 28, 2021 Held by Micro LLC F2
holding SONX Common Stock 13.7K Oct 28, 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 Oct 28, 2021 Common Stock 592K Held by Fjordinvest LLC F1, F4
holding SONX Series B Preferred Stock Oct 28, 2021 Common Stock 159K Held by Fjordinvest LLC F1, F4
holding SONX Series C Preferred Stock Oct 28, 2021 Common Stock 99.6K Held by Fjordinvest LLC F1, F4
holding SONX Series C-1 Preferred Stock Oct 28, 2021 Common Stock 240K Held by Fjordinvest LLC F1, F4
holding SONX Series D Preferred Stock Oct 28, 2021 Common Stock 393K Held by Fjordinvest (Cayman) Ltd. F1, F5
holding SONX Series B Preferred Stock Oct 28, 2021 Common Stock 52.8K Held by Fjord Ventures LLC F1, F3
holding SONX Series B Preferred Stock Oct 28, 2021 Common Stock 21.7K Held by Micro LLC F1, F2
holding SONX Series B Preferred Stock Oct 28, 2021 Common Stock 592K Held by Fjord Capital Partners I, L.P. F1, F6
holding SONX Series C Preferred Stock Oct 28, 2021 Common Stock 99.6K Held by Fjord Capital Partners I, L.P. F1, F6
holding SONX Series D Preferred Stock Oct 28, 2021 Common Stock 287K Held by Fjordinvest (Cayman) II Ltd. F1, F7
holding SONX Series E Preferred Stock Oct 28, 2021 Common Stock 24.9K 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.