Surrozen (SRZN) Form 4 Surrozen / Geertrui Vanhove ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Vanhove Geertrui

(Last) (First) (Middle)

C/O SURROZEN, INC.

171 OYSTER POINT BLVD., SUITE 400

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Surrozen, Inc./DE [ SRZN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/10/2022

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (right to buy)	$10.77	10/10/2022		D			24,587	02/01/2021(2)	02/22/2031	Common Stock	24,587	(1)	0	D
Option (right to buy)	$10.25	10/10/2022		D			10,427	08/12/2022(4)	08/12/2031	Common Stock	10,427	(3)	0	D
Option (right to buy)	$10.25	10/10/2022		D			26,220	08/12/2022(4)	08/12/2031	Common Stock	26,220	(3)	0	D
Option (right to buy)	$10.77	10/10/2022		D			1,760	02/01/2021(2)	02/22/2031	Common Stock	1,760	(1)	0	D
Option (right to buy)	$2.16	10/10/2022		A		26,220		08/12/2022(4)	08/12/2031	Common Stock	26,220	(3)	26,220	D
Option (right to buy)	$2.16	10/10/2022		A		10,427		08/12/2022(4)	08/12/2031	Common Stock	10,427	(3)	10,427	D
Option (right to buy)	$2.16	10/10/2022		A		24,587		02/01/2021(2)	02/22/2031	Common Stock	24,587	(1)	24,587	D
Option (right to buy)	$2.16	10/10/2022		A		1,760		02/01/2021(2)	02/22/2031	Common Stock	1,760	(1)	1,760	D

Explanation of Responses:

1. The reporting person agreed to cancellation of an option granted to her on 2/23/2021, in exchange for a new option having a lower exercise price.

2. The shares subject to the options vest and become exercisable in a series of 48 equal monthly installments beginning on 2/1/2021, subject to the reporting person's continued employment through the applicable vesting date.

3. The reporting person agreed to cancellation of an option granted to her on 8/12/2021, in exchange for a new option having a lower exercise price.

4. Twenty-five percent of the shares subject to the Stock Option vests on 8/12/2022, and the remainder vests in 36 equal monthly installments thereafter for the following three years.

Remarks:

	/s/Sheela Mohan-Peterson, Attorney-in-Fact for Geertrui Vanhove	10/12/2022
	** 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 4 (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).
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