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SpyGlass Pharma (SGP) COO discloses 96,022 shares and option grants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

SpyGlass Pharma Chief Operating Officer James Robert Dennewill Jr. filed an initial ownership report showing his equity stake in the company. He beneficially owns 96,022 shares of common stock directly, plus several stock option awards granted under the company’s equity incentive plan.

The options cover 78,494 shares at $2.18 per share expiring on October 5, 2033, 35,758 shares at $2.87 per share expiring on April 10, 2035, and 54,745 shares at $7.11 per share expiring on July 23, 2035. Each grant vests over four years, with 25% vesting one year after its vesting commencement date and the remainder in equal monthly installments, contingent on his continued service.

Positive

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Insider Dennewill James Robert Jr.
Role Chief Operating Officer
Type Security Shares Price Value
holding Stock Option (right to buy) -- -- --
holding Stock Option (right to buy) -- -- --
holding Stock Option (right to buy) -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 78,494 shares (Direct); Common Stock — 96,022 shares (Direct)
Footnotes (1)
  1. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's Amended and Restated 2019 Equity Incentive Plan) through each applicable date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean October 6, 2023. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's Amended and Restated 2019 Equity Incentive Plan) through each applicable date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 20, 2025. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's Amended and Restated 2019 Equity Incentive Plan) through each applicable date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean May 30, 2025.
SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
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hours per response: 0.5
1. Name and Address of Reporting Person*
Dennewill James Robert Jr.

(Last) (First) (Middle)
C/O SPYGLASS PHARMA, INC.
27061 ALISO CREEK RD., SUITE 100

(Street)
ALISO VIEJO CA 92656

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/05/2026
3. Issuer Name and Ticker or Trading Symbol
SpyGlass Pharma, Inc. [ SGP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 96,022 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (1) 10/05/2033 Common Stock 78,494 $2.18 D
Stock Option (right to buy) (2) 04/10/2035 Common Stock 35,758 $2.87 D
Stock Option (right to buy) (3) 07/23/2035 Common Stock 54,745 $7.11 D
Explanation of Responses:
1. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's Amended and Restated 2019 Equity Incentive Plan) through each applicable date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean October 6, 2023.
2. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's Amended and Restated 2019 Equity Incentive Plan) through each applicable date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 20, 2025.
3. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's Amended and Restated 2019 Equity Incentive Plan) through each applicable date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean May 30, 2025.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Brian Aukshunas, as Attorney-in-Fact 02/05/2026
** 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 5 (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.
SpyGlass Pharma, Inc.

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778.63M
9.38M
Biotechnology
Surgical & Medical Instruments & Apparatus
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United States
ALISO VIEJO