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

Role
Director
Signature
/s/ Dennis Hom, Attorney-in-Fact
Issuer symbol
SGMT
Transactions as of
13 Jul 2023
Net transactions value
$0
Form type
3
Filing time
13 Jul 2023, 21:10:32 UTC
Next filing
20 Jul 2023
SEC
View on sec.gov

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 13 Jul 2023 Common Stock 1,364,793 By AP11 Limited F1, F2
holding SGMT Series F Preferred Stock 13 Jul 2023 Common Stock 289,908 By AP11 Limited F1, F2
holding SGMT Stock Option (Right to Buy) 13 Jul 2023 Common Stock 23,216 $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