B Capital Group Management, L.P. - Jul 22, 2025 Form 3 Insider Report for CARLSMED, INC. (CARL)

Role
10%+ Owner
Signature
B CAPITAL GROUP MANAGEMENT, L.P., By: /s/ Rajarshi Ganguly, Authorized Signatory
Stock symbol
CARL
Transactions as of
Jul 22, 2025
Transactions value $
$0
Form type
3
Date filed
7/22/2025, 06:31 PM
Next filing
Jul 24, 2025
SEC
View on sec.gov

Reporting Owners (5)

Name Relationship Address Signature Signature date CIK
B CAPITAL GROUP MANAGEMENT, L.P. 10%+ Owner 1240 ROSECRANS AVE., 5TH FLOOR, MANHATTAN BEACH B CAPITAL GROUP MANAGEMENT, L.P., By: /s/ Rajarshi Ganguly, Authorized Signatory 2025-07-22 0001997306
B Capital Global Growth III, L.P. 10%+ Owner 1240 ROSECRANS AVE., 5TH FLOOR, MANHATTAN BEACH B Capital Global Growth III, L.P., By: /s/ Rajarshi Ganguly, Authorized Signatory 2025-07-22 0001911138
B Capital Healthcare I, L.P. 10%+ Owner 1240 ROSECRANS AVE., 5TH FLOOR, MANHATTAN BEACH B Capital Healthcare I, L.P., By: /s/ Rajarshi Ganguly, Authorized Signatory 2025-07-22 0001875322
Hornet Co-Invest Investors, Ltd. 10%+ Owner 1240 ROSECRANS AVE., 5TH FLOOR, MANHATTAN BEACH Hornet-Co-Invest Investors, Ltd., By: /s/ Rajarshi Ganguly, Authorized Signatory 2025-07-22 0002077425
Hornet Co-Invest, LP 10%+ Owner 1240 ROSECRANS AVE., 5TH FLOOR, MANHATTAN BEACH Hornet-Co-Invest, L.P., By: /s/ Rajarshi Ganguly, Authorized Signatory 2025-07-22 0002077424

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CARL Series B convertible preferred stock Jul 22, 2025 Common Stock 1.45M By B Capital Global Growth III, L.P. F1, F2, F5
holding CARL Series C convertible preferred stock Jul 22, 2025 Common Stock 2.24M By B Capital Global Growth III, L.P. F1, F2, F5
holding CARL Series B convertible preferred stock Jul 22, 2025 Common Stock 1.45M By B Capital Healthcare I, L.P. F1, F3, F5
holding CARL Series C convertible preferred stock Jul 22, 2025 Common Stock 931K By B Capital Healthcare I, L.P. F1, F3, F5
holding CARL Series C convertible preferred stock Jul 22, 2025 Common Stock 931K By Hornet Co-Invest, L.P. F1, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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 and have no expiration date.
F2 Stock held by B Capital Global Growth III, L.P.
F3 Stock held by B Capital Healthcare I, L.P.
F4 Stock held by Hornet Co-Invest, L.P.
F5 B Capital Group Management, LP is the manager of B Capital Global Growth III, L.P. and B Capital Healthcare I, L.P. Hornet-Co-Invest Investors, Ltd. is the ultimate general partner of Hornet Co-Invest, L.P. (Hornet Co-Invest, L.P., together with B Capital Healthcare I, L.P., and B Capital Global Growth III, L.P., "B Capital"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.