Histogen (HSTO) Form 3 Histogen / Joyce Reyes ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Reyes Joyce

(Last) (First) (Middle)

C/O HISTOGEN INC.

10655 SORRENTO VALLEY ROAD, SUITE 200

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2022

3. Issuer Name and Ticker or Trading Symbol
Histogen Inc. [ HSTO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)(1)	(2)	02/17/2032	Common Stock	1,200	4.8	D
Stock Option (right to buy)(1)	(3)	02/17/2032	Common Stock	4,451	4.8	D

Explanation of Responses:

1. On June 2, 2022, the Issuer effected a 1-for-20 reverse stock split of its common stock (the "Reverse Stock Split"). The amounts of securities reported on this Form 3 and the exercise prices have been adjusted to reflect the Reverse Stock Split.

2. 1/4 of the shares subject to the option vest one year after the date of grant, on 9/15/2022, and the remaining 1/36 of the shares vest on a monthly basis thereafter.

3. 1/4 of the shares subject to the option vest one year after the date of grant, on 2/17/2023, and the remaining 1/36 of the shares vest on a monthly basis thereafter.

Remarks:

Senior Vice President of Regulatory, Quality and Technical Operations

	/s/ Susan A. Knudson as attorney-in-fact for Joyce Reyes	06/03/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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