Form 4: Surrozen CFO Charles O. Williams Reports Warrant Repricing and Cancellation

Charles O. Williams, CFO and COO of Surrozen, Inc., filed a Form 4 detailing the repricing and cancellation of certain warrant series on March 24, 2025.

Summary

• On March 25, 2025, Charles O. Williams, the CFO and COO of Surrozen, Inc., filed a Form 4 with the SEC.
• The filing reports changes in beneficial ownership related to derivative securities, specifically warrants.
• Series A and B Common Stock Warrants were repriced from \$16.96 and \$15.71, respectively, to \$12.45 per share, effective March 24, 2025.
• Series C and D Common Stock Warrants were cancelled on March 24, 2025, pursuant to a Warrant Cancellation and Amendment Agreement.
• The repriced Series A and B warrants remain exercisable from April 4, 2024, with Series B expiring based on a milestone event or on the fifth anniversary of issuance.
• Series C and D warrants were exercisable for 30 days after the earlier of a milestone event or a Fundamental Transaction.

Sentiment

Score: 6

Explanation: The document is a neutral regulatory filing. The repricing could be seen as slightly positive for the warrant holder, but the cancellation of other warrants is a negative. Overall, it's a routine disclosure.

Positives

• The repricing of Series A and B warrants may make them more attractive to the holder.
• The reporting person now holds 1,474 Series A Common Stock Warrants and 1,603 Series B Common Stock Warrants.

Negatives

• Cancellation of Series C and D warrants eliminates the potential for future gains from those specific warrants.

Risks

• The value of the warrants is dependent on the performance of Surrozen, Inc.'s common stock.
• The Series B warrant's expiration is tied to a milestone event, creating uncertainty about its lifespan.
• The Series C and D warrants are now worthless due to cancellation.

Future Outlook

The future value of the warrants depends on the performance of Surrozen's common stock and the occurrence of specific milestone events for Series B, C, and D warrants (though C and D were cancelled).

Industry Context

Warrant repricing and cancellation can be strategic moves by companies to incentivize employees or adjust capital structures, often reflecting changes in the company's outlook or market conditions.

Comparison to Industry Standards

• Warrant repricing is a fairly common practice, especially for companies with milestone-based warrants.
• Companies like Rocket Lab have used similar warrant structures with milestone-based vesting.
• The specific terms and conditions of these warrants would need to be compared to industry benchmarks to assess their relative attractiveness.

Stakeholder Impact

• Shareholders may be affected by the potential dilution from the exercise of the repriced warrants.
• Employees holding these warrants may see a change in the potential value of their holdings.

Key Dates

Keywords

Form 4, Surrozen, Warrants, Repricing, Cancellation, Charles O. Williams, Beneficial Ownership, Derivative Securities