Jinzi Jason Wu - Jul 13, 2023 Form 3 Insider Report for Sagimet Biosciences Inc. (SGMT)

Role
Director
Signature
/s/ Dennis Hom, Attorney-in-Fact
Stock symbol
SGMT
Transactions as of
Jul 13, 2023
Transactions value $
$0
Form type
3
Date filed
7/13/2023, 09:10 PM
Next filing
Jul 20, 2023

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 SGMT Series E Preferred Stock Jul 13, 2023 Common Stock 1.36M By AP11 Limited F1, F2
holding SGMT Series F Preferred Stock Jul 13, 2023 Common Stock 290K By AP11 Limited F1, F2
holding SGMT Stock Option (Right to Buy) Jul 13, 2023 Common Stock 23.2K $6.36 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each shares of Series E Preferred Stock and Series F Preferred Stock (collectively, the "Preferred Stock") is convertible into Common Stock on a 79.4784-to-one basis (on an adjusted basis, after giving effect to the reverse stock split of the Common Stock effected by the Issuer on July 7, 2023) at the option of the holder, and will convert automatically upon closing of the Issuer's initial public offering into the number of shares shown in column 3. The Preferred Stock has no expiration date.
F2 Shares held directly by AP11 Limited, a subsidiary of Ascletis Pharma Inc. ("Ascletis"). The Reporting Person is founder, chairman and chief executive officer of Ascletis. The Reporting Person disclaims Section 16 beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or any other purpose.
F3 The shares underlying this option are fully vested and exercisable as of the date hereof.

Remarks:

Exhibit 24 - Power of Attorney