CG Oncology (CGON) director-affiliated fund adds 371K shares

Rhea-AI Filing Summary

CG Oncology, Inc. reported an open-market purchase of its Common Stock by Seven Fleet Partners LP, an entity associated with director Brian Guan-Chyun Liu. Seven Fleet Partners LP bought 371,085 shares at $66.87 per share on June 25, 2026, bringing its indirectly reported holdings to 1,886,236 shares.

Liu is the managing member of Seven Fleet Advisors, LLC, the investment manager of Seven Fleet Partners LP, and may be deemed to beneficially own these shares. He disclaims beneficial ownership except to the extent of his proportionate pecuniary interest.

Insights

Insider trading analyst

Director-linked entity makes a sizable open-market share purchase.

An entity associated with CG Oncology director Brian Guan-Chyun Liu, Seven Fleet Partners LP, executed an open-market purchase of 371,085 Common Stock shares at $66.87 per share. Following the trade, the entity’s indirectly reported position rose to 1,886,236 shares.

The transaction is categorized as a straightforward open-market purchase, typically seen as a constructive signal because it increases equity exposure at prevailing prices. However, the shares are held by Seven Fleet Partners LP, and Liu formally disclaims beneficial ownership beyond his proportionate pecuniary interest, which moderates how directly this trade reflects his personal stake.

Insider Trade Summary 10b5-1

Net Buyer: 371,085 shares

Net Buy 1 txn

Insider Liu Brian Guan-Chyun

Role Director

Bought 371,085 shs ($24.81M)

Type	Security	Shares	Price	Value
Purchase	Common Stock	371,085	$66.87	$24.81M

Holdings After Transaction: Common Stock — 1,886,236 shares (Indirect, By Seven Fleet Partners LP)

Footnotes (1)

1. F1. The Reporting Person, as the managing member of Seven Fleet Advisors, LLC, the investment manager of Seven Fleet Partners, LP, may be deemed to beneficially own the shares of Common Stock held by Seven Fleet Partners, LP. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his proportionate pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Key Figures

Shares purchased: 371,085 shares Purchase price: $66.87 per share Shares held after transaction: 1,886,236 shares +2 more

5 metrics

Shares purchased 371,085 shares Open-market purchase on June 25, 2026

Purchase price $66.87 per share Common Stock transaction price

Shares held after transaction 1,886,236 shares Indirect holdings by Seven Fleet Partners LP

Transaction code P Purchase in open market or private transaction

Ownership type Indirect Nature of ownership: By Seven Fleet Partners LP

Key Terms

open-market purchase, indirect ownership, beneficial ownership, pecuniary interest, +1 more

5 terms

open-market purchase financial

"Seven Fleet Partners LP bought 371,085 shares at $66.87 per share in an open-market purchase."

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

indirect ownership financial

"This entire position is reported as indirect ownership through Seven Fleet Partners LP."

beneficial ownership financial

"Liu may be deemed to beneficially own these shares but disclaims beneficial ownership beyond his pecuniary interest."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"He disclaims beneficial ownership of these securities, except to the extent of his proportionate pecuniary interest."

Section 16 regulatory

"The report shall not be deemed an admission he is the beneficial owner for purposes of Section 16."

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

FAQ

What insider transaction did CG Oncology (CGON) disclose in this Form 4?

CG Oncology disclosed an open-market purchase of 371,085 Common Stock shares at $66.87 per share by Seven Fleet Partners LP. The transaction increased the indirectly reported holdings associated with director Brian Guan-Chyun Liu to 1,886,236 shares after the trade.

Who executed the CGON share purchase and how is the director involved?

The shares were purchased by Seven Fleet Partners LP, which holds them indirectly. Director Brian Guan-Chyun Liu is managing member of Seven Fleet Advisors, LLC, the investment manager of Seven Fleet Partners LP, tying him economically to the position through his proportionate pecuniary interest.

How many CG Oncology shares does the reporting entity hold after the Form 4 transaction?

After buying 371,085 shares, Seven Fleet Partners LP is reported to hold 1,886,236 CG Oncology Common Stock shares. This entire position is reported as indirect ownership, reflecting holdings through the investment partnership rather than shares registered directly to the director.

At what price were the CG Oncology (CGON) shares purchased in the Form 4 filing?

The 371,085 CG Oncology Common Stock shares were purchased in the open market at an average price of $66.87 per share. This price reflects the consideration paid per share in the transaction reported for June 25, 2026.

Does Brian Guan-Chyun Liu claim full beneficial ownership of the CGON shares?

No. Liu may be deemed to beneficially own the Seven Fleet Partners LP shares due to his role at its investment manager, but he disclaims beneficial ownership except to the extent of his proportionate pecuniary interest, limiting how much of the position is attributed personally.

Is the CGON insider transaction a direct or indirect ownership change?

The transaction affects indirect ownership only. The 371,085 CG Oncology shares are held by Seven Fleet Partners LP, and the Form 4 lists the ownership type as indirect, with the nature of ownership specifically described as “By Seven Fleet Partners LP.”

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/29/2026 - 05:27 PM Accepted by SEC EDGAR 06/29/2026 - 05:26 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Liu Brian Guan-Chyun

(Last) (First) (Middle)

C/O CG ONCOLOGY, INC.

400 SPECTRUM CENTER DRIVE, SUITE 2040

(Street)

IRVINE CALIFORNIA 92618

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CG Oncology, Inc. [ CGON ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/25/2026		P		371,085	A	$66.87	1,886,236	I(1)	By Seven Fleet Partners LP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Reporting Person, as the managing member of Seven Fleet Advisors, LLC, the investment manager of Seven Fleet Partners, LP, may be deemed to beneficially own the shares of Common Stock held by Seven Fleet Partners, LP. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his proportionate pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

	/s/ Brian Guan-Chyun Liu	06/29/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)