Sec Form 4 Filing - Aggarwal Gaurav @ Unicycive Therapeutics, Inc. - 2023-07-11

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Aggarwal Gaurav 2. Issuer Name and Ticker or Trading Symbol Unicycive Therapeutics, Inc. [ UNCY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O UNICYCIVE THERAPEUTICS, INC., 4300 EL CAMINO REAL, SUITE 210 3. Date of Earliest Transaction (MM/DD/YY) 07/11/2023 (Street) LOS ALTOS,, CA94022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Common Stock 07/11/2023 C( 1 ) 3,470,152 A 3,470,152 I By Vivo Opportunity Fund Holdings, L.P. ( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Series A-1 Preferred Stock $ 0.49 ( 1 ) 07/11/2023 C( 1 ) 8,077 ( 1 ) ( 1 ) Common Stock ( 1 ) 59,961,729 ( 1 ) $ 1,000 0 I By Vivo Opportunity Fund Holdings, L.P. ( 2 ) Series A-2 Preferred Stock ( 3 ) 07/11/2023 C( 1 ) 13,429,000 ( 3 ) ( 3 ) Common Stock 13,429,000 $ 0 13,429,000 I By Vivo Opportunity Fund Holdings, L.P. ( 2 ) Tranche A Warrants (right to buy) $ 0.539 07/11/2023 C( 1 ) 12,802,388 ( 4 ) ( 4 ) Series A-3 Preferred Stock ( 3 ) 12,802,388 $ 0 12,802,388 I By Vivo Opportunity Fund Holdings, L.P. ( 2 ) Tranche B Warrants (right to buy) $ 0.5929 07/11/2023 C( 1 ) 11,638,534 ( 4 ) ( 4 ) Series A-4 Preferred Stock ( 3 ) 11,638,534 $ 0 11,638,534 I By Vivo Opportunity Fund Holdings, L.P. ( 2 ) Tranche C Warrants (right to buy) $ 0.7411 07/11/2023 C( 1 ) 18,621,655 ( 4 ) ( 4 ) Series A-5 Preferred Stock ( 3 ) 18,621,655 $ 0 18,621,655 I By Vivo Opportunity Fund Holdings, L.P. ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Aggarwal Gaurav C/O UNICYCIVE THERAPEUTICS, INC. 4300 EL CAMINO REAL, SUITE 210 LOS ALTOS,, CA94022 X Signatures /s/ Gaurav Aggarwal 07/13/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On July 11, 2023, the 8,077 shares of Series A-1 Preferred Stock then held by Vivo Opportunity Fund Holdings, L.P. automatically converted into (i) 3,470,152 shares of Common Stock, (ii) 13,429,000 shares of Series A-2 Preferred Stock, (iii) Tranche A Warrants to purchase 12,802,388 shares of Series A-3 Preferred Stock, (iv) Tranche B Warrants to purchase 11,638,534 shares of Series A-4 Preferred Stock and (v) Tranche C Warrants to purchase 18,621,655 shares of Series A-5 Preferred Stock. The shares of Series A-1 Preferred Stock had no expiration date. ( 2 )Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. ( 3 )Each of the Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series A-5 Preferred Stock (collectively, the "Preferred Stock") is convertible into Common Stock on a one-for-one basis; however, the Preferred Stock is subject to blocking provisions which preclude such shares from being converted if such conversion would result in the holder obtaining greater than 9.99% of the Issuer's voting securities. The shares of Preferred Stock have no expiration date. ( 4 )The Tranche A Warrants, Tranche B Warrants and Tranche C Warrants are immediately exercisable for shares of Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series A-5 Preferred Stock, respectively, and will each expire upon the Issuer's satisfaction of certain milestones.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.