Sec Form 3 Filing - HealthQuest Tactical Opportunities Fund, L.P. @ American Oncology Network, Inc. - 2023-10-30

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FORM 3
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
HealthQuest Tactical Opportunities Fund, L.P.
2. Issuer Name and Ticker or Trading Symbol
American Oncology Network, Inc. [ AONC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
555 TWIN DOLPHIN DRIVE, SUITE 370
3. Date of Earliest Transaction (MM/DD/YY)
10/30/2023
(Street)
REDWOOD CITY, CA94065
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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
Series A Preferred Stock $ 10 ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 2,046,775 D ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HealthQuest Tactical Opportunities Fund, L.P.
555 TWIN DOLPHIN DRIVE
SUITE 370
REDWOOD CITY, CA94065
X
HealthQuest TOF Management, L.L.C.
555 TWIN DOLPHIN DRIVE
SUITE 370
REDWOOD CITY, CA94065
X
Kong Garheng
C/O HEALTHQUEST CAPITAL
555 TWIN DOLPHIN DRIVE, SUITE 370
REDWOOD CITY, CA94065
X
Signatures
/s/ Garheng Kong, as Managing Member of HealthQuest TOF Management, L.L.C., general partner of HealthQuest Tactical Opportunities Fund, L.P. 11/09/2023
Signature of Reporting Person Date
/s/ Garheng Kong, as Managing Member of HealthQuest TOF Management, L.L.C. 11/09/2023
Signature of Reporting Person Date
/s/ Garheng Kong 11/09/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of the Series A Preferred Stock is convertible into shares of Class A Common Stock of the Issuer at any time, at the Reporting Person's election. The number of shares of the Issuer's Class A Common Stock received upon conversion of a share of Series A Preferred Stock equals the quotient of (A) the sum of (i) the original issue price of $10.00, as adjusted for any stock split, stock dividend, combination, or other recapitalization or reclassification effected after September 20, 2023, and (ii) any accrued and unpaid dividends on such share, divided by (B) an initial conversion price of $10.00, which is subject to certain anti-dilution adjustments. The Series A Preferred Stock is perpetual and therefore has no expiration date.
( 2 )The shares are held directly by HealthQuest Tactical Opportunities Fund, L.P. ("HealthQuest Tactical Opportunities"). HealthQuest TOF Management, L.L.C. ("HealthQuest TOF Management") is HealthQuest Tactical Opportunities' general partner, and Dr. Garheng Kong is HealthQuest TOF Management's managing member. HealthQuest TOF Management and Dr. Kong may be deemed to have sole voting and dispositive power over the shares held by HealthQuest Tactical Opportunities. HealthQuest TOF Management and Dr. Kong disclaim beneficial ownership of all shares of common stock owned by HealthQuest Tactical Opportunities except to the extent of any pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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