Chang Carmen 4

What Happened Chang Carmen, listed as a 10% owner of SpyGlass Pharma (SGP), purchased 937,500 shares in an open-market/private purchase at $16.00 per share on February 9, 2026, for a total cash outlay of $15,000,000. At the same time the filing shows conversions of derivative securities (preferred stock that converted one-for-one into common stock prior to the IPO) into common stock — a total of 6,454,801 shares were converted into common stock on Feb 9, 2026. The derivative lines in the Form 4 reflect acquisition of common shares and corresponding disposition/retirement of the derivative instruments.

Key Details

• Transaction date: February 9, 2026 (filed Feb 11, 2026)
• Purchase: 937,500 shares at $16.00 = $15,000,000
• Derivative conversions: 6,454,801 shares converted into common stock (multiple conversion entries)
• Transaction codes: P = purchase; C = conversion of derivative security (acquire common / dispose derivative)
• Shares owned after transaction: not specified in the provided excerpt of the filing
• Notable footnotes:
  • F1: Preferred shares automatically converted one-for-one into common stock prior to the IPO closing on Feb 9, 2026.
  • F2 & F3: relate to NEA fund reporting/disclaimer language (manager/disclaimer of beneficial ownership) included elsewhere in the filing.
• Timeliness: Filed on Feb 11, 2026 for Feb 9 transactions — appears timely (Form 4 is due within two business days).

Context

• The $15.0M cash purchase is a sizeable insider buy and may be of interest to investors, while the derivative conversions reflect standard pre-IPO mechanics (preferred → common) rather than a market trade.
• As a reported 10% owner, this filing documents a substantial stake adjustment and conversions rather than routine executive compensation sales or option exercises.
• The filing is factual and does not indicate the insider's motivation; conversions are mechanical per the IPO terms and the purchase is a direct acquisition of common shares.