Hong Fang Song - Jan 29, 2024 Form 4 Insider Report for CG Oncology, Inc. (CGON)

Role
Director
Signature
/s/ Corleen Roche, Attorney-in-Fact for Hong Fang Song
Stock symbol
CGON
Transactions as of
Jan 29, 2024
Transactions value $
$4,999,983
Form type
4
Date filed
1/31/2024, 04:30 PM
Previous filing
Jan 24, 2024
Next filing
Aug 30, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CGON Common Stock Conversion of derivative security +351K 351K Jan 29, 2024 Direct F1
transaction CGON Common Stock Conversion of derivative security +1.01M 1.01M Jan 29, 2024 By Unique Diamond Investments Limited F1, F2, F3
transaction CGON Common Stock Conversion of derivative security +3.93M 3.93M Jan 29, 2024 By Charming Jade Limited F1, F3, F4
transaction CGON Common Stock Purchase $5M +263K +75.02% $19.00* 614K Jan 29, 2024 Direct

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
transaction CGON Series B Preferred Stock Conversion of derivative security -3.34M -100% 0 Jan 29, 2024 Common Stock 351K Direct F1
transaction CGON Series C Preferred Stock Conversion of derivative security -6.26M -100% 0 Jan 29, 2024 Common Stock 657K By Unique Diamond Investments Limited F1, F2, F3
transaction CGON Series D Preferred Stock Conversion of derivative security -3.38M -100% 0 Jan 29, 2024 Common Stock 354K By Unique Diamond Investments Limited F1, F2, F3
transaction CGON Series E Preferred Stock Conversion of derivative security -37.5M -100% 0 Jan 29, 2024 Common Stock 3.93M By Charming Jade Limited F1, F3, F4
* 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 into shares of the Issuer's common stock at the holder's election and has no expiration date. The preferred stock automatically converted into common stock upon the closing of the Issuer's initial public offering.
F2 Unique Diamond Investments Limited is a wholly owned subsidiary of ORI Healthcare Fund, L.P. ORI Capital Inc. is the general partner of ORI Healthcare Fund, L.P.
F3 Each of ORI Capital Inc. and ORI Capital II Inc. is a wholly owned subsidiary of ORI Capital Holding Inc., which is a wholly owned subsidiary of Healthcare Seed Limited. Ms. Song is the sole owner of Healthcare Seed Limited. As a result of these relationships, each of the foregoing entities and Ms. Song may be deemed to share beneficial ownership over the securities held of record by Unique Diamond Investments Limited and Charming Jade Limited, except to the extent of their pecuniary interests therein.
F4 Charming Jade Limited is a wholly owned subsidiary of ORI Healthcare Fund II, L.P. ORI Capital II Inc. is the general partner of ORI Healthcare Fund II, L.P.