HealthQuest Tactical Opportunities Fund, L.P. - Oct 30, 2023 Form 3 Insider Report for American Oncology Network, Inc. (AONC)

Role: 10%+ Owner
Signature: /s/ Garheng Kong, as Managing Member of HealthQuest TOF Management, L.L.C., general partner of HealthQuest Tactical Opportunities Fund, L.P.
Stock symbol: AONC
Transactions as of: Oct 30, 2023
Transactions value $: $0
Form type: 3
Date filed: 11/9/2023, 03:55 PM

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	AONC	Series A Preferred Stock							Oct 30, 2023	Class A Common Stock	2.05M	$10.00	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each share of the Series A Preferred Stock is convertible into shares of Class A Common Stock of the Issuer at any time, at the Reporting Person's election. The number of shares of the Issuer's Class A Common Stock received upon conversion of a share of Series A Preferred Stock equals the quotient of (A) the sum of (i) the original issue price of $10.00, as adjusted for any stock split, stock dividend, combination, or other recapitalization or reclassification effected after September 20, 2023, and (ii) any accrued and unpaid dividends on such share, divided by (B) an initial conversion price of $10.00, which is subject to certain anti-dilution adjustments. The Series A Preferred Stock is perpetual and therefore has no expiration date.
F2	The shares are held directly by HealthQuest Tactical Opportunities Fund, L.P. ("HealthQuest Tactical Opportunities"). HealthQuest TOF Management, L.L.C. ("HealthQuest TOF Management") is HealthQuest Tactical Opportunities' general partner, and Dr. Garheng Kong is HealthQuest TOF Management's managing member. HealthQuest TOF Management and Dr. Kong may be deemed to have sole voting and dispositive power over the shares held by HealthQuest Tactical Opportunities. HealthQuest TOF Management and Dr. Kong disclaim beneficial ownership of all shares of common stock owned by HealthQuest Tactical Opportunities except to the extent of any pecuniary interest therein.

Content

Each share of the Series A Preferred Stock is convertible into shares of Class A Common Stock of the Issuer at any time, at the Reporting Person's election. The number of shares of the Issuer's Class A Common Stock received upon conversion of a share of Series A Preferred Stock equals the quotient of (A) the sum of (i) the original issue price of $10.00, as adjusted for any stock split, stock dividend, combination, or other recapitalization or reclassification effected after September 20, 2023, and (ii) any accrued and unpaid dividends on such share, divided by (B) an initial conversion price of $10.00, which is subject to certain anti-dilution adjustments. The Series A Preferred Stock is perpetual and therefore has no expiration date.

The shares are held directly by HealthQuest Tactical Opportunities Fund, L.P. ("HealthQuest Tactical Opportunities"). HealthQuest TOF Management, L.L.C. ("HealthQuest TOF Management") is HealthQuest Tactical Opportunities' general partner, and Dr. Garheng Kong is HealthQuest TOF Management's managing member. HealthQuest TOF Management and Dr. Kong may be deemed to have sole voting and dispositive power over the shares held by HealthQuest Tactical Opportunities. HealthQuest TOF Management and Dr. Kong disclaim beneficial ownership of all shares of common stock owned by HealthQuest Tactical Opportunities except to the extent of any pecuniary interest therein.