Home/Filings/4/0000899243-22-038571
4//SEC Filing

BLUTT MITCHELL J MD 4

Accession 0000899243-22-038571

CIK 0001824893other

Filed

Dec 14, 7:00 PM ET

Accepted

Dec 15, 9:30 AM ET

Size

35.6 KB

Accession

0000899243-22-038571

Insider Transaction Report

Form 4
Period: 2022-12-14
Transactions
  • Sale

    Common Stock

    2022-12-141,885,0000 total(indirect: By LLC)
  • Sale

    Warrants (right to buy)

    2022-12-14144,6660 total(indirect: By LLC)
    Exercise: $11.50Common Stock (144,666 underlying)
  • Sale

    Common Stock

    2022-12-141,297,9220 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
  • Sale

    Common Stock

    2022-12-14450,8270 total(indirect: By Managed Account)
  • Sale

    Warrants (right to buy)

    2022-12-14432,6390 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
    Exercise: $11.50Common Stock (432,639 underlying)
  • Sale

    Common Stock

    2022-12-141,748,7500 total(indirect: By Consonance Capital Master Account LP)
  • Sale

    Warrants (right to buy)

    2022-12-14582,9160 total(indirect: By Consonance Capital Master Account LP)
    Exercise: $11.50Common Stock (582,916 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14150,2750 total(indirect: By Managed Account)
    Exercise: $11.50Common Stock (150,275 underlying)
Soffer Benny
Director
Transactions
  • Sale

    Common Stock

    2022-12-141,748,7500 total(indirect: By Consonance Capital Master Account LP)
  • Sale

    Common Stock

    2022-12-14450,8270 total(indirect: By Managed Account)
  • Sale

    Warrants (right to buy)

    2022-12-14432,6390 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
    Exercise: $11.50Common Stock (432,639 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14582,9160 total(indirect: By Consonance Capital Master Account LP)
    Exercise: $11.50Common Stock (582,916 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14150,2750 total(indirect: By Managed Account)
    Exercise: $11.50Common Stock (150,275 underlying)
  • Sale

    Common Stock

    2022-12-141,297,9220 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
  • Sale

    Common Stock

    2022-12-141,885,0000 total(indirect: By LLC)
  • Sale

    Warrants (right to buy)

    2022-12-14144,6660 total(indirect: By LLC)
    Exercise: $11.50Common Stock (144,666 underlying)
Livingston Kevin Harold
Chief Financial Officer
Transactions
  • Sale

    Warrants (right to buy)

    2022-12-14582,9160 total(indirect: By Consonance Capital Master Account LP)
    Exercise: $11.50Common Stock (582,916 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14144,6660 total(indirect: By LLC)
    Exercise: $11.50Common Stock (144,666 underlying)
  • Sale

    Common Stock

    2022-12-14450,8270 total(indirect: By Managed Account)
  • Sale

    Warrants (right to buy)

    2022-12-14150,2750 total(indirect: By Managed Account)
    Exercise: $11.50Common Stock (150,275 underlying)
  • Sale

    Common Stock

    2022-12-141,885,0000 total(indirect: By LLC)
  • Sale

    Warrants (right to buy)

    2022-12-14432,6390 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
    Exercise: $11.50Common Stock (432,639 underlying)
  • Sale

    Common Stock

    2022-12-141,748,7500 total(indirect: By Consonance Capital Master Account LP)
  • Sale

    Common Stock

    2022-12-141,297,9220 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
Transactions
  • Sale

    Warrants (right to buy)

    2022-12-14432,6390 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
    Exercise: $11.50Common Stock (432,639 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14144,6660 total(indirect: By LLC)
    Exercise: $11.50Common Stock (144,666 underlying)
  • Sale

    Common Stock

    2022-12-141,748,7500 total(indirect: By Consonance Capital Master Account LP)
  • Sale

    Common Stock

    2022-12-141,297,9220 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
  • Sale

    Common Stock

    2022-12-14450,8270 total(indirect: By Managed Account)
  • Sale

    Common Stock

    2022-12-141,885,0000 total(indirect: By LLC)
  • Sale

    Warrants (right to buy)

    2022-12-14150,2750 total(indirect: By Managed Account)
    Exercise: $11.50Common Stock (150,275 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14582,9160 total(indirect: By Consonance Capital Master Account LP)
    Exercise: $11.50Common Stock (582,916 underlying)
Transactions
  • Sale

    Common Stock

    2022-12-141,297,9220 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
  • Sale

    Common Stock

    2022-12-14450,8270 total(indirect: By Managed Account)
  • Sale

    Warrants (right to buy)

    2022-12-14582,9160 total(indirect: By Consonance Capital Master Account LP)
    Exercise: $11.50Common Stock (582,916 underlying)
  • Sale

    Common Stock

    2022-12-141,748,7500 total(indirect: By Consonance Capital Master Account LP)
  • Sale

    Common Stock

    2022-12-141,885,0000 total(indirect: By LLC)
  • Sale

    Warrants (right to buy)

    2022-12-14432,6390 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
    Exercise: $11.50Common Stock (432,639 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14150,2750 total(indirect: By Managed Account)
    Exercise: $11.50Common Stock (150,275 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14144,6660 total(indirect: By LLC)
    Exercise: $11.50Common Stock (144,666 underlying)
Transactions
  • Sale

    Common Stock

    2022-12-141,748,7500 total(indirect: By Consonance Capital Master Account LP)
  • Sale

    Common Stock

    2022-12-141,297,9220 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
  • Sale

    Common Stock

    2022-12-14450,8270 total(indirect: By Managed Account)
  • Sale

    Common Stock

    2022-12-141,885,0000 total(indirect: By LLC)
  • Sale

    Warrants (right to buy)

    2022-12-14582,9160 total(indirect: By Consonance Capital Master Account LP)
    Exercise: $11.50Common Stock (582,916 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14432,6390 total(indirect: By Consonance Capital Opportunity Master Fund, LP)
    Exercise: $11.50Common Stock (432,639 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14150,2750 total(indirect: By Managed Account)
    Exercise: $11.50Common Stock (150,275 underlying)
  • Sale

    Warrants (right to buy)

    2022-12-14144,6660 total(indirect: By LLC)
    Exercise: $11.50Common Stock (144,666 underlying)
Footnotes (10)
  • [F1]On December 12, 2022, Consonance Capital Master Account LP (the "Master Account"), Consonance Capital Opportunity Master Fund, LP ("Consonance Opportunity Master"), a certain managed account (the "Managed Account"), Consonance Life Sciences, LLC ("Consonance Life Sciences"), and Surrozen, Inc. (the "Issuer") entered into a Securities Purchase Agreement (the "Purchase Agreement"). Pursuant to the Purchase Agreement, Master Account agreed to sell to the Issuer 1,748,750 shares of common stock of the Issuer and warrants to purchase 582,916 shares of common stock of the Issuer for an aggregate purchase price of $874,375. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation.
  • [F10]Consonance Life Sciences is governed by a board of managers consisting of Mitchell J. Blutt, Benny Soffer and Kevin Livingston. As such, Mitchell J. Blutt, Benny Soffer and Kevin Livingston may be deemed to have voting and investment discretion over the securities held by Consonance Life Sciences and may be deemed to have shared beneficial ownership of such securities. Each of Mitchell J. Blutt, Benny Soffer and Kevin Livingston disclaims beneficial ownership of the securities that were held by Consonance Life Sciences except to the extent of their pecuniary interest therein. The Master Account, Consonance Opportunity Master and the Managed Account in the aggregate own the majority of the unit interests in Consonance Life Sciences.
  • [F2]Consonance Capital Management LP ("Consonance Management") was an indirect beneficial owner of the securities reported herein that were held by the Master Account. Consonance Management is the investment adviser of the Master Account, and pursuant to an investment advisory agreement, Consonance Management exercises voting and investment power over the securities of the Issuer held by the Master Account. Consonance Capman GP LLC ("Capman") is the general partner of Consonance Management. Consonance Management receives an asset-based fee, but has no pecuniary interest.
  • [F3](Continued from Footnote 2) Mitchell Blutt is the manager and member of Capman and has a pecuniary interest in the securities held by the Master Account as the manager and member of the general partner of the Master Account and thereby is entitled to a portion of the profits allocation. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of the securities that were held by the Master Account except to the extent of their pecuniary interest therein.
  • [F4]Pursuant to the Purchase Agreement, Consonance Opportunity Master agreed to sell to the Issuer 1,297,922 shares of common stock of the Issuer and warrants to purchase 432,639 shares of common stock of the Issuer for an aggregate purchase price of $648,961. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation.
  • [F5]Consonance Management was an indirect beneficial owner of the securities reported herein that were held by Consonance Opportunity Master. Consonance Management is the investment adviser of Consonance Opportunity Master, and pursuant to an investment advisory agreement, Consonance Management exercises voting and investment power over the securities of the Issuer held by Consonance Opportunity Master. Capman is the general partner of Consonance Management.
  • [F6](Continued from Footnote 5) Consonance Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman and has a pecuniary interest in the securities held by Consonance Opportunity Master as the manager and member of the general partner of Consonance Opportunity Master and thereby is entitled to a portion of the profits allocation. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of the securities that were held by Consonance Opportunity Master except to the extent of their pecuniary interest therein.
  • [F7]Pursuant to the Purchase Agreement, the Managed Account agreed to sell to the Issuer 450,827 shares of common stock of the Issuer and warrants to purchase 150,275 shares of common stock of the Issuer for an aggregate purchase price of $225,413.50. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation.
  • [F8]Consonance Management was an indirect beneficial owner of the securities reported herein that were held by the Managed Account. Consonance Management is the investment adviser of the Managed Account and exercises voting and investment power over the securities of the Issuer held by the Managed Account. Capman is the general partner of Consonance Management. Consonance Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman. Each of Dr. Blutt, Consonance Management and Capman disclaims beneficial ownership of the securities that were held by the Managed Account except to the extent of their pecuniary interest therein.
  • [F9]Pursuant to the Purchase Agreement, Consonance Life Sciences agreed to sell to the Issuer 1,885,000 shares of common stock of the Issuer and warrants to purchase 144,666 shares of common stock of the Issuer for an aggregate purchase price of $942,500. Each warrant entitles the holder thereof to purchase one share of common stock of the Issuer at a price of $11.50 per share, subject to adjustment. The warrants are currently exercisable and will expire at the earlier of August 12, 2026, or upon redemption or liquidation.

Issuer

Surrozen, Inc./DE

CIK 0001824893

Entity typeother

Related Parties

1
  • filerCIK 0001097955

Filing Metadata

Form type
4
Filed
Dec 14, 7:00 PM ET
Accepted
Dec 15, 9:30 AM ET
Size
35.6 KB