AEON Biopharma, Inc. — Director's Dealing 2026

Jan 29, 2026

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AEON Biopharma, Inc. (AEON)
CIK: 0001837607
Period of Report: 2026-01-21

Reporting Person: Daewoong Co., Ltd (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.0001 par value per share	58023	Direct
Common Stock, $0.0001 par value per share	11951714	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Senior Secured Convertible Note	$	2030-04-12	Common Stock ()		Indirect
Pre-Funded Warrants	$0.0001		Common Stock (11236631)		Indirect
Common Stock Warrant	$1.0939		Common Stock (8000000)		Indirect

Footnotes

F1: Daewoong Co., Ltd. ("DWC"), a company organized under the laws of the Republic of Korea, owns 52% of the outstanding shares of Daewoong Pharmaceutical Co., Ltd. ("DWP"), a company organized under the laws of the Republic of Korea; DWC has voting and dispositive power over the securities held by DWP and, therefore, may be deemed to beneficially own such securities indirectly.

F2: As previously disclosed on January 21, 2026, upon completion by AEON Biopharma Inc. (the "Company") of a bona-fide third-party financing for aggregate gross cash proceeds to the Company of at least $30.0 million (a "Qualified Financing"), the convertible notes shall automatically convert into a number of shares of Common Stock or Pre-Funded Warrants equal to: (i) one and three tenths (1.3) multiplied by (ii) the quotient of (a) the principal amount of the convertible notes and all accrued and unpaid interest to be converted divided by (b) the per share price of the common stock sold in the Qualified Financing, and warrants to purchase up to 8,000,000 shares of Common Stock at an exercise price of $1.09392 per share (the "Common Stock Warrant"), resulting in DWP beneficially owning more than 10% of the Issuer's outstanding Common Stock.

F3: (continued from footnote [2]). As a result, DWC beneficially owns an aggregate of (i) 12,009,737 shares of Common Stock (including shares previously held). In addition, DWP received (ii) the New Convertible Note in the principal amount of $1,500,000, (iii) the Pre-Funded Warrants to purchase up to 11,236,631 shares of Common Stock, and (iv) the Common Stock Warrant to purchase up to 8,000,000 shares of Common Stock. DWC may be deemed to beneficially own indirectly the securities described in clauses (ii) through (iv) held by DWP.

F4: The Pre-Funded Warrant is exercisable on or after the Original Issue Date and does not expire until exercised in full.

F5: The Common Stock Warrant is exercisable on or after the Initial Exercise Date and expires at 5:00 p.m. (New York City time) on the Termination Date, as defined in the form of warrant filed as Exhibit 4.2 to the Company's Form 8-K filed with the SEC on November 12, 2025.