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Filing Details

Accession Number:: 0000950170-25-047104
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-03-28 20:57:08
Reporting Period:: 2025-03-26

Filing Date:: 2025-03-28
Accepted Time:: 2025-03-28 20:57:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1824893	Surrozen Inc.	SRZN	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1668085	Column Group Iii-A, Lp	1 Letterman Dr., Bldg D, Suite Dm-900 San Francisco CA 94129	No	No	No	No
1668159	Column Group Iii, Lp	1 Letterman Dr., Bldg D, Suite Dm-900 San Francisco CA 94129	No	No	No	No
1790965	Column Group Iii Gp, Lp	1 Letterman Dr., Bldg D, Suite Dm-900 San Francisco CA 94129	No	No	No	No
1931825	Column Group Opportunity Iii, Lp	1 Letterman Dr., Bldg D, Suite Dm-900 San Francisco CA 94129	No	No	No	No
1932445	Tcg Opportunity Iii Gp, Llc	1 Letterman Dr., Bldg D, Suite Dm-900 San Francisco CA 94129	No	No	No	No
1932874	Column Group Opportunity Iii Gp, Lp	1 Letterman Dr., Bldg D, Suite Dm-900 San Francisco CA 94129	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2025-03-26	323,886	$11.60	704,332	No	4	P	Indirect	By The Column Group III, LP
Common Stock	Acquisiton	2025-03-26	365,769	$11.60	795,411	No	4	P	Indirect	By The Column Group III-A, LP
Common Stock	Acquisiton	2025-03-26	344,827	$11.60	344,827	No	4	P	Indirect	By The Column Group Opportunity III, LP

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By The Column Group III, LP
No	4	P	Indirect	By The Column Group III-A, LP
No	4	P	Indirect	By The Column Group Opportunity III, LP

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Common Warrants	Disposition	2025-03-26	90,897	$0.00	90,897	$15.50
Common Stock	Series A Common Warrants	Acquisiton	2025-03-26	90,897	$0.00	90,897	$11.54
Common Stock	Series A Common Warrants	Disposition	2025-03-26	102,651	$0.00	102,651	$15.50
Common Stock	Series A Common Warrants	Acquisiton	2025-03-26	102,651	$0.00	102,651	$11.54
Common Stock	Series B Common Warrants	Disposition	2025-03-26	98,870	$0.00	98,870	$14.25
Common Stock	Series B Common Warrants	Acquisiton	2025-03-26	98,870	$0.00	98,870	$11.54
Common Stock	Series B Common Warrants	Disposition	2025-03-26	111,656	$0.00	111,656	$14.25
Common Stock	Series B Common Warrants	Acquisiton	2025-03-26	111,656	$0.00	111,656	$11.54
Common Stock	Series C Common Warrants	Disposition	2025-03-26	352,225	$0.00	352,225	$16.00
Common Stock	Series C Common Warrants	Disposition	2025-03-26	397,773	$0.00	397,773	$16.00
Common Stock	Series D Common Warrants	Disposition	2025-03-26	352,225	$0.00	352,225	$16.00
Common Stock	Series D Common Warrants	Disposition	2025-03-26	397,773	$0.00	397,773	$16.00
Common Stock	Series E Common Warrants	Acquisiton	2025-03-26	161,943	$0.00	161,943	$11.54
Common Stock	Series E Common Warrants	Acquisiton	2025-03-26	182,884	$0.00	182,884	$11.54
Common Stock	Series E Common Warrants	Acquisiton	2025-03-26	172,414	$0.00	172,414	$11.54
Common Stock	Second Tranche Units (Right to Buy)	Acquisiton	2025-03-26	485,830	$0.00	728,745	$11.60
Common Stock	Second Tranche Units (Right to Buy)	Acquisiton	2025-03-26	548,653	$0.00	822,980	$11.60
Common Stock	Second Tranche Units (Right to Buy)	Acquisiton	2025-03-26	517,241	$0.00	775,861	$11.60

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	4	H	Indirect
90,897	No	4	P	Indirect
0	No	4	H	Indirect
102,651	No	4	P	Indirect
0	No	4	H	Indirect
98,870	No	4	P	Indirect
0	No	4	H	Indirect
111,656	No	4	P	Indirect
0	No	4	H	Indirect
0	No	4	H	Indirect
0	No	4	H	Indirect
0	No	4	H	Indirect
161,943	No	4	P	Indirect
182,884	No	4	P	Indirect
172,414	No	4	P	Indirect
485,830	No	4	P	Indirect
548,653	No	4	P	Indirect
517,241	No	4	P	Indirect

Footnotes

Represents a price per unit, consisting of (i) $11.5375 per share of the Issuer's Common Stock and (ii) $0.0625 attributable to accompanying warrants to purchase shares of the Issuer's Common Stock, which The Column Group III, LP ("TCG III LP"), The Column Group III-A, LP ("TCG III-A LP") and The Column Group Opportunity III, LP ("TCG Opportunity III LP") purchased in the Issuer's private placement on March 24, 2025 (the "2025 Private Placement").
The amount beneficially owned by the Reporting Persons, has been updated to correct an administrative error in previously reported Form 4s.
The securities are directly held by TCG III LP. The Column Group III GP, LP ("TCG III GP") is the general partner of TCG III LP and may be deemed to have voting, investment and dispositive power with respect to these securities. The managing partners of TCG III GP are David Goeddel, Peter Svennilson and Tim Kutzkey, a member of the Issuer's board of directors (collectively, the "Managing Partners"). The Managing Partners may be deemed to share voting and investment power with respect to such securities. TCG III GP and each of the Managing Partners disclaim beneficial ownership of these securities, except to the extent of their respective pecuniary interest in such securities.
The securities are directly held by TCG III-A LP. TCG III GP is the general partner of TCG III-A LP and may be deemed to have voting, investment and dispositive power with respect to these securities. The managing partners of TCG III GP are the Managing Partners. The Managing Partners may be deemed to share voting and investment power with respect to such securities. TCG III GP and each of the Managing Partners disclaim beneficial ownership of these securities, except to the extent of their respective pecuniary interest in such securities.
The securities are directly held by TCG Opportunity III LP. The Column Group Opportunity III GP, LP ("TCG Opportunity III GP LP") is the general partner of TCG Opportunity III LP and may be deemed to have voting, investment and dispositive power with respect to these securities. TCG Opportunity III GP, LLC ("TCG Opportunity III GP LLC") is the general partner of TCG Opportunity III GP LP and the ultimate general partner of TCG Opportunity III LP and may be deemed to have voting, investment and dispositive power with respect to these securities. The managing members of TCG Opportunity III GP LLC are David Goeddel, Peter Svennilson and Tim Kutzkey, a member of the Issuer's board of directors (collectively, the "Managing Members"). TCG Opportunity III GP LP, TCG Opportunity III GP LLC and each of the Managing Members disclaim beneficial ownership of these securities, except to the extent of their respective pecuniary interest in such securities.
These Series A Common Warrants were initially purchased as part of a unit, consisting of (i) $14.25 per share of the Issuer's Common Stock and (ii) $1.25 attributable to accompanying warrants to purchase shares of the Issuer's Common Stock, which TCG III LP and TCG III-A LP purchased in the Issuer's private placement on April 4, 2024. The exercise price of these Series A Common Warrants was reduced to $11.54 per share in connection with the 2025 Private Placement. These Series A Common Warrants are immediately exercisable and expire on April 4, 2029.
These Series B Common Warrants were initially purchased as part of a unit, consisting of (i) $14.25 per share of the Issuer's Common Stock and (ii) $1.25 attributable to accompanying warrants to purchase shares of the Issuer's Common Stock, which TCG III LP and TCG III-A LP purchased in the Issuer's private placement on April 4, 2024. The exercise price of these Series B Common Warrants was reduced to $11.54 per share in connection with the 2025 Private Placement. These Series B Common Warrants are exercisable immediately upon issuance and expire on the fifth trading day following the Issuer's announcement that (i) it has completed the enrollment of at least 15 patients with a 30-day mortality rate less than 30% in the Issuer's SZN-043 Phase 1b clinical trial for the treatment of severe alcohol-associated hepatitis, with no recommended changes by the Safety Review Committee to the study design, including changes related to dose or schedule,
(Continued from footnote 7) and (ii) Safety Review Committee approval for the Issuer to advance to a higher dose cohort.
These Series C Common Warrants and Series D Common Warrants were cancelled by the Issuer in connection with the 2025 Private Placement.
These Series E Common Warrants are exercisable immediately and will not expire until exercised in full (subject to certain beneficial ownership limitations).
Each Second Tranche Unit consists of (a) one share of the Issuer's Common Stock and (b) one half of a Series E Common Warrant to purchase shares of Common Stock. The Second Tranche Units may be purchased in a second closing (the "Second Closing"). The Second Closing is contingent upon the public announcement of the receipt of clearance from the U.S. Food and Drug Administration on or prior to October 31, 2026 of the Issuer's Investigation New Drug Application for SZN-8141 (the "Second Closing Milestone"); provided, that the Second Closing may not occur prior to six months and one day following March 26, 2025. If the Issuer terminates its SZN-8141 program prior to October 31, 2026, then the Issuer is required to provide written notice to each purchaser of Second Tranche Units no later than two trading days following such termination (the "Termination Notice").
(Continued from footnote 11) Each purchaser of Second Tranche Units will have the right, but not the obligation, for 30 calendar days following the receipt of the Termination Notice, upon written notice to the Issuer, to purchase the Second Tranche Units subscribed for by such purchaser in the Second Closing. In addition, at any time prior to October 31, 2026 or the date of the Termination Notice (if earlier), in lieu of the requirement to purchase Second Tranche Units in the Second Closing, each purchaser of Second Tranche Units has the right, but not the obligation, upon five trading days' prior written notice to the Issuer to purchase all (but not a portion) of the Second Tranche Units subscribed for by such purchaser in the Second Closing.
Consists of (a) 485,830 shares of the Issuer's Common Stock and (b) 242,915 Series E Warrants to purchase shares of the Issuer's Common Stock.
Consists of (a) 548,653 shares of the Issuer's Common Stock and (b) 274,327 Series E Warrants to purchase shares of the Issuer's Common Stock.
Consists of (a) 517,241 shares of the Issuer's Common Stock and (b) 258,620 Series E Warrants to purchase shares of the Issuer's Common Stock.