Sec Form 3/A Filing - Parker Craig C @ Surrozen, Inc./DE - 2021-08-11

Insider filing report for Changes in Beneficial Ownership
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FORM 3/A
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
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1. Name and Address of Reporting Person
Parker Craig C
2. Issuer Name and Ticker or Trading Symbol
Surrozen, Inc./DE [ SRZN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O SURROZEN, INC., 171 OYSTER POINT BLVD., SUITE 400
3. Date of Earliest Transaction (MM/DD/YY)
08/11/2021
(Street)
SOUTH SAN FRANCISCO, CA94080
4. If Amendment, Date Original Filed (MM/DD/YY)
08/16/2021
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
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
Employee Stock Option (right to buy) $ 0.68 ( 3 ) ( 1 ) 04/10/2028 Common Stock 316,167 ( 2 ) D
Employee Stock Option (right to buy) $ 1.25 ( 3 ) ( 4 ) 12/31/2028 Common Stock 35,129 ( 2 ) D
Employee Stock Option (right to buy) $ 10.76 ( 3 ) ( 4 ) 02/22/2031 Common Stock 351,297 ( 2 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Parker Craig C
C/O SURROZEN, INC.
171 OYSTER POINT BLVD., SUITE 400
SOUTH SAN FRANCISCO, CA94080
X Chief Executive Officer
Signatures
/s/ Sheela Mohan-Peterson, Attorney-in-fact for Craig Parker 08/19/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Twenty-five percent of the shares subject to the Stock Option vests on the first anniversary of the vesting commencement date, and the remainder vests in 36 equal monthly installments thereafter for the following three years.
( 2 )Received pursuant to the Business Combination Agreement (the "BCA"), dated April 15, 2021, by and among the Issuer (fka "Consonance-HFW Acquisition Corp"), Perseverance Merger Sub Inc. ("Merger Sub"), and Surrozen, Inc. (the "Original Surrozen"). Under the terms of the BCA, among other things, Merger Sub merged with and into the Original Surrozen, with Original Surrozen surviving as a wholly-owned subsidiary of the Issuer (the "Business Combination"), the Original Surrozen changed its name to Surrozen Operating, Inc., and the Issuer changed its name to Surrozen, Inc. In addition, per the terms of the BCA, each share and equity award of the Original Surrozen outstanding as of effective time of the Business Combination was exchanged for shares of the Issuer's Common Stock or comparable equity awards that are settled or are exercisable for shares of the Issuer's Common Stock, as applicable, at the exchange ratio of 0.175648535.
( 3 )This amendment is being filed to correct a typographical error in the exercise prices of the Stock Options which were incorrectly reported on the original filed Form 3.
( 4 )1/48th of the shares subject to the Stock Option vests on each monthly anniversary of the vesting commencement date over a four-year period.

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