Venus Concept Inc.
9.90%
7,546,860
1409269
92332W105
Dec 30, 2024
Feb 14, 2025, 06:43 PM
Reporting Persons (3)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Garheng Kong | Individual | 9.90% | 7,546,860 | 7,546,860 | 0 |
| HealthQuest Partners II, L.P. | Partnership | 9.80% | 7,538,622 | 7,538,622 | 0 |
| HealthQuest Venture Management II, L.L.C. | Other | 9.80% | 7,538,622 | 7,538,622 | 0 |
Disclosure Items (3)
Common Stock, $0.0001 par value
Venus Concept Inc.
235 Yorkland Blvd., Suite 900, Toronto, A6, M2J 4Y8
Regarding aggregate beneficial ownership, see Row 11 of the cover page of each Reporting Person. The number of shares listed in Row 11 for each Reporting Person includes the 60,000 shares of Common Stock of the Issuer issuable upon the exercise of the warrants held by the Reporting Persons and 223,345 shares of Common Stock issuable upon conversion of Voting Preferred Stock held by the Reporting Persons. Regarding percentage beneficial ownership, see Row 13 of the cover page of each Reporting Person. Regarding sole power to vote shares, see Row 7 of the cover page of each Reporting Person. Regarding shared power to vote shares, see Row 8 of the cover page of each Reporting Person. Regarding sole power to dispose of shares, see Row 9 of the cover page of each Reporting Person. Regarding shared power to dispose of shares, see Row 10 of the cover page of each Reporting Person. The percentage listed in Row 13 for HealthQuest II and HealthQuest Management was calculated based upon 7,255,277 shares of the Issuer's Common Stock outstanding as of December 31, 2024, as reported on the Issuer's Proxy Statement filed with the Securities Exchange Commission on January 10, 2025, plus 60,000 shares of Common Stock underlying the Issuer's warrants held by the Reporting Persons and 223,345shares of Common Stock issuable upon conversion of Voting Preferred Stock held by the Reporting Persons, which are treated as converted into Common Stock only for the purpose of computing the percentage ownership of HealthQuest II and HealthQuest Management. The percentage listed in Row 13 for Kong was calculated based upon 7,255,277 shares of the Issuer's Common Stock outstanding as of December 31, 2024, as reported on the Issuer's Proxy Statement filed with the Securities Exchange Commission on January 10, 2025, plus 60,000 shares of Common Stock underlying the Issuer's warrants held by the Reporting Persons as of February 13, 2025, plus 223,345 shares of Common Stock issuable upon conversion of Voting Preferred Stock held by the Reporting Persons as of February 13, 2025, plus 7,718 shares represented by options exercisable in full immediately by Kong and 520 shares represented by options exercisable within 60 days by Kong, which are treated as converted into Common Stock only for the purpose of computing the percentage ownership of Kong.
See response to 5(a).
Agreement of Joint Filing The undersigned hereby agree that a single Schedule 13D (or any amendment thereto) relating to the Common Stock of the Issuer shall be filed on behalf of each of the undersigned. Note that a copy of the applicable Agreement of Joint Filing is already on file with the appropriate agencies.