SCHEDULE: Venrock Healthcare Discloses 9.99% Stake in Surrozen
Schedule 13G/A (Amendment to Beneficial Ownership Report)
Venrock Healthcare Capital Partners and affiliates have filed a Schedule 13G/A reporting a 9.99% beneficial ownership stake in Surrozen, Inc. as of March 31, 2026.
Summary
- Venrock Healthcare Capital Partners III, L.P., VHCP Co-Investment Holdings III, LLC, and Venrock Healthcare Capital Partners EG, L.P. collectively report beneficial ownership of 1,205,000 shares of Surrozen, Inc. common stock.
- The reported ownership includes common stock, pre-funded warrants, and Series E warrants.
- The reporting entities are subject to a 9.99% beneficial ownership blocker, which limits their ability to exercise warrants that would push their holdings above this threshold.
- The filing confirms that the securities are held for investment purposes and not for the purpose of changing or influencing the control of the issuer.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral regulatory disclosure confirming existing institutional support without signaling new strategic shifts or capital market activity.
Positives
- Significant institutional backing from a specialized healthcare investment firm.
- Clear disclosure of ownership structure and warrant limitations.
Negatives
- The presence of a 9.99% ownership blocker indicates a strategic cap on immediate equity accumulation by this investor group.
Risks
- Potential dilution for existing shareholders if warrants are exercised, subject to the 9.99% ownership blocker.
- Market sensitivity to large institutional holdings and potential future divestment activities.
Future Outlook
The reporting persons maintain their position for investment purposes and have not indicated any intent to change or influence the control of the issuer.
Industry Context
StockSavvy.ai notes that Schedule 13G filings by specialized healthcare venture firms like Venrock are standard in the biotech sector, often signaling long-term confidence in a company's clinical pipeline despite the volatility inherent in small-cap biotechnology stocks.
Comparison to Industry Standards
- The 9.99% ownership cap is a standard provision in biotech financing to avoid triggering 'change of control' clauses or regulatory scrutiny associated with 10%+ ownership.
- The use of pre-funded warrants is a common mechanism in biotech capital raises to provide immediate liquidity while deferring full equity conversion.
Stakeholder Impact
- Shareholders should note the continued presence of a significant institutional investor.
- Creditors and suppliers may view the stable institutional backing as a sign of financial continuity.
Next Steps
- Continued monitoring of future 13G/A filings for changes in ownership percentage.
Key Dates
| Date | Description |
|---|---|
| 04/02/2025 | Original filing of Power of Attorney and Joint Filing Agreement. |
| 03/31/2026 | Date of event requiring the filing of this statement. |
| 05/06/2026 | Date of Issuer's Quarterly Report on Form 10-Q used for share count reference. |
| 05/15/2026 | Date of filing for this Schedule 13G/A. |
Keywords
Surrozen, Venrock, Schedule 13G, Biotech, Institutional Ownership, Warrants, Equity
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