Geoffrey B. Pardo - 01 Aug 2025 Form 4 Insider Report for SHOULDER INNOVATIONS, INC. (SI)

Signature
Jeffrey Points, as Attorney-in-Fact
Issuer symbol
SI
Transactions as of
01 Aug 2025
Net transactions value
+$1,500,000
Form type
4
Filing time
05 Aug 2025, 16:05:11 UTC
Previous filing
30 Jul 2025
Next filing
05 Feb 2026

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Pardo Geoffrey B Director, 10%+ Owner C/O SHOULDER INNOVATIONS, INC., 1535 STEELE AVENUE SW, SUITE B, GRAND RAPIDS Jeffrey Points, as Attorney-in-Fact 05 Aug 2025 0001753143

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SI Common Stock Conversion of derivative security +2,280,482 2,280,482 01 Aug 2025 See Footnote F1, F2
transaction SI Common Stock Purchase $1,500,000 +100,000 +4.4% $15.00 2,380,482 01 Aug 2025 See Footnote F2
transaction SI Common Stock Award $0 +7,666 $0.000000 7,666 01 Aug 2025 Direct F3

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 SI Series D Convertible Preferred Stock Conversion of derivative security -33,259,424 -100% 0 01 Aug 2025 Common Stock 1,743,156 See Footnote F1, F2
transaction SI Series E Convertible Preferred Stock Conversion of derivative security -10,252,188 -100% 0 01 Aug 2025 Common Stock 537,326 See Footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to the closing of the Issuer's initial public offering, the shares of preferred stock of the Issuer automatically converted into shares of Common Stock on a one-for-0.052410901 basis.
F2 Held directly by Cooperatieve Gilde Healthcare V U.A. ("Gilde"). Gilde Healthcare V Management B.V. is the managing director of Gilde and has sole voting and dispositive power with respect to the shares held by Gilde. Gilde Healthcare V Management B.V. is owned by Gilde Healthcare Holding B.V. and managed by Edwin de Graaf and Pieter van der Meer. Geoff Pardo is a partner at Gilde and may be deemed to share voting and dispositive power with respect to the shares held of record by Gilde. Mr. Pardo disclaims beneficial ownership of such holdings, except to the extent of his pecuniary interest in the shares.
F3 Represents an award of restricted stock units ("RSUs"). The RSUs will vest on the earlier of the date of the annual meeting of stockholders to be held in 2026 or August 1, 2026. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock and has no expiration date.