Presidio Management Group XII, L.L.C. - Jul 22, 2025 Form 3 Insider Report for CARLSMED, INC. (CARL)

Role
10%+ Owner
Signature
/s/ Dale Holladay, Authorized Signatory on behalf of Presidio Management Group XII, L.L.C.
Stock symbol
CARL
Transactions as of
Jul 22, 2025
Transactions value $
$0
Form type
3
Date filed
7/22/2025, 05:54 PM
Next filing
Jul 24, 2025
SEC
View on sec.gov

Reporting Owners (3)

Name Relationship Address Signature Signature date CIK
Presidio Management Group XII, L.L.C. 10%+ Owner C/O U.S. VENTURE PARTNERS, 1460 EL CAMINO REAL, SUITE 100, MENLO PARK /s/ Dale Holladay, Authorized Signatory on behalf of Presidio Management Group XII, L.L.C. 2025-07-22 0001734820
U.S. Venture Partners XII, L.P. 10%+ Owner 1460 EL CAMINO REAL, SUITE 100, MENLO PARK /s/ Dale Holladay, Authorized Signatory on behalf of U.S. Venture Partners XII, L.P. 2025-07-22 0001734819
Tansey Casey M 10%+ Owner 1460 EL CAMINO REAL, SUITE 100, MENLO PARK /s/ Dale Holladay, as Attorney-in-Fact for Casey M. Tansey 2025-07-22 0001474322

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 A Preferred Stock Jul 22, 2025 Common Stock 2.95M See footnotes F1, F2, F3, F4
holding CARL Series B Preferred Stock Jul 22, 2025 Common Stock 825K See footnotes F1, F2, F3, F4
holding CARL Series C Preferred Stock Jul 22, 2025 Common Stock 532K See footnotes F1, F2, F3, F4
holding CARL Series A Preferred Stock Jul 22, 2025 Common Stock 150K See footnotes F1, F3, F4, F5
holding CARL Series B Preferred Stock Jul 22, 2025 Common Stock 41.9K See footnotes F1, F3, F4, F5
holding CARL Series C Preferred Stock Jul 22, 2025 Common Stock 27K See footnotes F1, F3, F4, F5
holding CARL Series C Preferred Stock Jul 22, 2025 Common Stock 1.12M See footnotes F1, F3, F4, F6
* 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 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.