Sec Form 4 Filing - Sloss Dakin @ Heliogen, Inc. - 2023-06-12

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
Sloss Dakin
2. Issuer Name and Ticker or Trading Symbol
Heliogen, Inc. [ HLGN]
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)
P.O. BOX 12829
3. Date of Earliest Transaction (MM/DD/YY)
06/12/2023
(Street)
JACKSON, WY83002
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
Common Stock 06/12/2023 S 275,000 D $ 0.2035 ( 4 ) 13,402,320 I Held by Prime Movers Lab Fund I LP ( 1 ) ( 3 )
Common Stock 06/13/2023 S 2,925,000 D $ 0.1997 ( 5 ) 10,477,320 I Held by Prime Movers Lab Fund I LP ( 1 ) ( 3 )
Common Stock 6,668,457 I Held by Heliogen PML SPV 1 LP ( 2 ) ( 3 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sloss Dakin
P.O. BOX 12829
JACKSON, WY83002
X
Prime Movers Lab Fund I LP
P.O. BOX 12829
JACKSON, WY83002
X
Heliogen PML SPV 1 LP
P.O. BOX 12829
JACKSON, WY83002
X
Prime Movers Lab GP I LLC
P.O. BOX 12829
JACKSON, WY83002
X
Prime Movers Lab GP II LLC
P.O. BOX 12829
JACKSON, WY83002
X
Signatures
/s/ Taylor Frankel, Authorized Person on behalf of the General Partner of each Reporting Person 06/14/2023
Signature of Reporting Person Date
Dakin Sloss /s/ Taylor Frankel, Attorney-in-fact 06/14/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Held by Prime Movers Lab Fund I LP ("PML"). Prime Movers Lab GP I LLC ("PML GP") is the general partner of PML.
( 2 )Held by Heliogen PML SPV 1 LP ("Heliogen PML"). Prime Movers Lab GP II LLC ("PML GP II") is the general partner of Heliogen PML.
( 3 )Dakin Sloss is the manager of PML GP and PML GP II and as a result may be deemed to have or share beneficial ownership the securities held by PML and Heliogen PML. Mr. Sloss disclaims any beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein.
( 4 )The price of $0.2035 per share represents a weighted average of purchase prices ranging from $0.1985 to $0.2231 per share. The reporting person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.
( 5 )The price of $0.1997 per share represents a weighted average of purchase prices ranging from $0.1910 to $0.2101 per share. The reporting person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.

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