Elicio Therapeutics, Inc. — Director's Dealing 2021

Feb 4, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Angion Biomedica Corp. (ANG)
CIK: 0001601485
Period of Report: 2021-02-04

Reporting Person: Venkatesan Jay (Director, See Remarks)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1068983	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series C Cumulative Convertible Preferred	$11.57		Common Stock (164893)		Direct
Stock Option (Right to Buy)	$5.89	2028-05-01	Common Stock (934400)		Direct
Stock Option (Right to Buy)	$7.78	2030-06-17	Common Stock (124466)		Direct
Warrant to Purchase Common Stock	$6.42	2028-07-05	Common Stock (226514)		Direct
Warrant to Purchase Common Stock	$8.02	2023-08-31	Common Stock (118640)		Direct
Convertible Promissory Note	$11.57		Common Stock (262)		Direct

Footnotes

F1: Reflects a 1-to-1.55583 stock split of the Issuer's outstanding securities effected prior to the effectiveness of the Issuer's S-1 Registration Statement.

F2: Includes 278,265 Restricted Stock Units ("RSUs"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F3: Each share of Series C Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately prior to the consummation of the issuer's IPO.

F4: 1/48th of the total number of shares vest in forty-eight (48) successive and equal monthly installments measured from June 18, 2020 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.

F5: The warrants to acquire Common Stock shall automatically net exercise immediately prior to the consummation of the IPO at the public offering price.

F6: The warrant has a net exercise provision under which the holder, in lieu of paying the exercise price in cash, can surrender the warrant and receive a net number of shares of Common Stock based on the fair market value of such stock at the time of exercise, after deducting the aggregate exercise price.

F7: The convertible promissory note has a maturity date of August 14, 2021, and the principal and accrued interest will convert immediately prior to the consummation of the IPO into Common Stock at a conversion price equal to $11.57 per share.