Beth C. Seidenberg - Jul 18, 2023 Form 4 Insider Report for Sagimet Biosciences Inc. (SGMT)

Role
Director
Signature
/s/ Dennis Hom, Attorney-in-Fact
Stock symbol
SGMT
Transactions as of
Jul 18, 2023
Transactions value $
$750,000
Form type
4
Date filed
7/20/2023, 04:20 PM
Previous filing
Jul 13, 2023
Next filing
Feb 7, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SGMT Common Stock Disposed to Issuer -38.8K -100% 0 Jul 18, 2023 See footnote F1, F2
transaction SGMT Series A Common Stock Award +38.8K 38.8K Jul 18, 2023 See footnote F1, F2
transaction SGMT Series A Common Stock Conversion of derivative security +1.86M +4800.23% 1.9M Jul 18, 2023 See footnote F2, F3
transaction SGMT Series A Common Stock Conversion of derivative security +84.8K 84.8K Jul 18, 2023 Direct F3, F4
transaction SGMT Series A Common Stock Purchase $750K +46.9K $16.00 46.9K Jul 18, 2023 By trust F5

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 SGMT Series A Preferred Stock Conversion of derivative security $0 -539K -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 6.78K See footnote F2, F3
transaction SGMT Series B Preferred Stock Conversion of derivative security $0 -493K -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 6.21K See footnote F2, F3
transaction SGMT Series B-1 Preferred Stock Conversion of derivative security $0 -8.6M -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 108K See footnote F2, F3
transaction SGMT Series C Preferred Stock Conversion of derivative security $0 -8.6M -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 108K See footnote F2, F3
transaction SGMT Series D Preferred Stock Conversion of derivative security $0 -6.1M -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 76.8K See footnote F2, F3
transaction SGMT Series E Preferred Stock Conversion of derivative security $0 -6.74M -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 84.8K Direct F3, F4
transaction SGMT Series E Preferred Stock Conversion of derivative security $0 -103M -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 1.3M See footnote F2, F3
transaction SGMT Series F Preferred Stock Conversion of derivative security $0 -20.4M -100% $0.00* 0 Jul 18, 2023 Series A Common Stock 257K See footnote F2, F3
transaction SGMT Stock Option (Right to Buy) Disposed to Issuer $0 -23.2K -100% $0.00* 0 Jul 18, 2023 Common Stock 23.2K $6.36 Direct F1, F6
transaction SGMT Stock Option (Right to Buy) Award $0 +23.2K $0.00 23.2K Jul 18, 2023 Series A Common Stock 23.2K $6.36 Direct F1, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to a reclassification exempt under Rule 16b-7 and Rule 16b-3, each share of Common Stock was reclassified into one share of Series A Common Stock.
F2 Represents shares held directly by KPCB Pandemic and Bio Defense Fund, LLC ("KPCB PBD"). The managing member of KPCB PBD is KPCB PBD Associates, LLC ("KPCB PBD Associates"). All securities are held for convenience in the name of "KPCB Holdings, Inc., as nominee". The Reporting Person disclaims Section 16 beneficial ownership of the shares reported herein except to the extent of her 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 Upon closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock and Series F Preferred Stock (collectively, the "Preferred Stock") automatically converted on a 79.4784-to-one basis into shares of the Issuer's Series A Common Stock. The Preferred Stock had no expiration date.
F4 Shares held directly by the Reporting Person. Such shares are held for convenience in the name of "KPCB Holdings, Inc., as nominee".
F5 Shares held by the Seidenberg/Vogel Revocable Trust UA 3/6/03, of which the Reporting Person serves as a trustee. The Reporting Person disclaims Section 16 beneficial ownership of the shares reported herein except to the extent of her 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.
F6 The shares underlying this option are fully vested and exercisable as of the date hereof.