Cui Xiangmin's Form 4/A amendment
AmendedCG Oncology, Inc. (CGON) · filed Apr 9, 2024
- Accession no.
- 0001415889-24-010609
- Filed
- Apr 9, 2024, 7:08 PM ET
- Trade date
- Jan 29, 2024
- Filing delay
- 71 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Jan 31, 2024
This filing lists 1 non-derivative transaction. It carries over 4 transactions from the original filing that it did not restate. Open-market purchases total $7.60M. It was filed 71 days after the trade.
This amendment restates part of 0001415889-24-002062 (filed Jan 31, 2024). The transactions it did not restate still count and are listed below.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Cui XiangminCIK 0001487815 | 10% Owner |
| Decheng Capital Global Life Sciences Fund IV, L.P.CIK 0001834150 | 10% Owner |
| Decheng Capital Management IV (Cayman), LLCCIK 0001843384 | 10% Owner |
| Decheng Capital Global Healthcare Fund (Master), LPCIK 0001949026 | 10% Owner |
| Decheng Capital Global Healthcare GP, LLCCIK 0001949027 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 29, 2024 | Common Stock | PPurchaseAcquired | +400,000 | $19.00 | +$7,600,000 | 4,958,810 | Direct |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0001415889-24-002062 (filed Jan 31, 2024).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 29, 2024 | Common Stock | CConversionAcquired | +3,628,198 | –F1 | – | 4,558,812 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 29, 2024 | Common Stock | CConversionDisposed | −906,648 | –F1 | – | 0 | Direct | |
| Jan 29, 2024 | Common Stock | CConversionDisposed | −2,259,851 | –F1 | – | 0 | Direct | |
| Jan 29, 2024 | Common Stock | CConversionDisposed | −461,701 | –F1 | – | 0 | Direct |
Footnotes on the original
The footnotes that the prices of these transactions refer to on the original filing.
- F1
Each share of the Issuer's preferred stock is convertible into shares of the Issuer's common stock at the holder's election and has no expiration date. The preferred stock automatically converted into common stock upon the closing of the Issuer's initial public offering.
Referenced by the price of 1 transaction in Table I and 3 transactions in Table II.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
These securities are held directly by Decheng Capital Global Life Sciences Fund IV, L.P. ("Fund IV"). Decheng Capital Management IV (Cayman), LLC ("GP IV") is the general partner of Fund IV. Xiangmin Cui is the manager of GP IV. Each of Fund IV, GP IV and Dr. Cui may be deemed to beneficially own the securities held by Fund IV. Each of GP IV and Dr. Cui disclaims beneficial ownership of these securities, except to the extent of its or his proportionate pecuniary interest therein.
Remarks
This Form 4 amendment is being filed to correct the original Form 4 filed on January 31, 2024, which inadvertently omitted the purchase of Common Stock reported herein.