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CARLSMED, INC. Director's Dealing 2025

Jul 25, 2025

33138_dirs_2025-07-24_62c3dc73-1e84-40ff-8505-b7325c6e2be8.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARLSMED, INC. (CARL)
CIK: 0001794546
Period of Report: 2025-07-24

Reporting Person: Presidio Management Group XII, L.L.C. (N/A)
Reporting Person: U.S. Venture Partners XII, L.P. (10% Owner)
Reporting Person: Tansey Casey M (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-07-24 Common Stock C 2948794 Acquired 2948794 Indirect
2025-07-24 Common Stock C 825135 Acquired 3773929 Indirect
2025-07-24 Common Stock C 531877 Acquired 4305806 Indirect
2025-07-24 Common Stock C 149655 Acquired 149655 Indirect
2025-07-24 Common Stock C 41876 Acquired 191531 Indirect
2025-07-24 Common Stock C 26993 Acquired 218524 Indirect
2025-07-24 Common Stock C 1117743 Acquired 1117743 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2025-07-24 Preferred Series A Stock $ C 2948794 Disposed Common Stock (2948794) Indirect
2025-07-24 Preferred Series B Stock $ C 825135 Disposed Common Stock (825135) Indirect
2025-07-24 Preferred Series C Stock $ C 531877 Disposed Common Stock (531877) Indirect
2025-07-24 Preferred Series A Stock $ C 149655 Disposed Common Stock (149655) Indirect
2025-07-24 Preferred Stock Series B $ C 41876 Disposed Common Stock (41876) Indirect
2025-07-24 Preferred Series C Stock $ C 26993 Disposed Common Stock (26993) Indirect
2025-07-24 Preferred Series C Stock $ C 1117743 Disposed Common Stock (1117743) Indirect

Footnotes

F1: These shares of preferred stock are reported after giving effect to the 1-for-5.58 reverse split of the Issuer's common and preferred stock effected on July 10, 2025 (the "Reverse Split"). Each share of Series A Preferred Stock, Series B Preferred Stock, and Series C Preferred Stock is convertible into one share of the Issuer's common stock immediately prior to the closing of the Issuer's initial public offering. These shares are reported in Table II above on an as-converted 1-to-1 basis with no additional consideration and have no expiration date.

F2: Stock held by U.S. Venture Partners XII, L.P. ("USVP XII").

F3: Presidio Management Group XII, L.L.C ("PMG XII") is the general partner of USVP XII and U.S. Venture Partners XII-A, L.P. ("USVP XII-A", and together with USVP XII, the "USVP XII Funds"). Presidio Management Group Select Fund I, L.L.C ("PMG SFI", and, together with USVP XII, USVP XII-A, U.S. Venture Partners Select Fund I, L.P. ("USVP SFI"), U.S. Venture Partners Select Fund I-A, L.P. ("USVP SFI-A"), and PMG XII, "USVP") is the general partner of USVP SFI and USVP SFI-A. PMG XII and PMG SFI may be deemed to share voting and dispositive power over the stock held by USVP.

F4: Each of Jonathan D. Root, Richard W. Lewis, Dafina Toncheva and Steven M. Krausz, are managing members of PMG XII, who may be deemed to share voting and dispositive power over the reported securities held by the USVP XII Funds. In addition, Casey M. Tansey is the managing partner of PMG XII and may be deemed to share voting and dispositive power over the reported securities held by the USVP XII Funds. Each such persons and entities disclaim beneficial ownership of the reported securities held by the USVP XII Funds, except to the extent of any pecuniary interest therein.

F5: Stock Held by USVP XII-A.

F6: Stock held by USVP SFI, on its own behalf and as nominee for USVP SFI-A.