Surrozen, Inc. ownership filing: Nantahala Capital Management, LLC and its managing members Wilmot B. Harkey and Daniel Mack report beneficial ownership of 225,772 shares of Common Stock as of March 31, 2026. The filing states these 225,772 sharesmay be acquired within sixty days through exercise of convertible securities, representing 2.14% of the class. The Reporting Persons disclose shared voting and dispositive power over the 225,772 shares and no sole voting or dispositive power.
Positive
None.
Negative
None.
Insights
Holdings show modest institutional stake with convertible exposure.
The filing lists 225,772 shares beneficially owned by Nantahala and its managing members as of March 31, 2026, equal to 2.14% of outstanding common stock. The filing explicitly states these shares include those acquirable within sixty days via convertible securities.
Key considerations: the position is under typical 5% reporting thresholds, holdings are shared (no sole voting/dispositive power), and any near-term activity depends on conversion/exercise events described. Subsequent filings will show if conversions occur.
Control-person disclosure clarifies attribution and shared authority.
The report identifies Nantahala as an investment adviser and lists Messrs. Harkey and Mack as control persons with shared voting and dispositive power over the 225,772 shares. The filing follows beneficial‑owner attribution rules under the applicable securities regulations.
Implication: shared power suggests coordinated voting/disposition through Nantahala-managed accounts. Look for future amendments or Schedule 13D if the position or intent changes.
Key Figures
Beneficial ownership:225,772 sharesPercent of class:2.14%Shares acquirable within 60 days:225,772 shares+2 more
5 metrics
Beneficial ownership225,772 sharesAs of March 31, 2026
Percent of class2.14%As of March 31, 2026
Shares acquirable within 60 days225,772 sharesIncluded in the beneficial ownership via convertible securities
CUSIP86889P208Surrozen common stock
Reporting dateMarch 31, 2026Ownership snapshot date
"As of March 31, 2026, Nantahala may be deemed to be the beneficial owner of 225,772 Shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
convertible securitiesfinancial
"Include 225,772 Shares which may be acquired ... through the exercise of convertible securities"
Convertible securities are bonds or preferred shares that can be exchanged for a company’s common stock at a predetermined price or under specified conditions. They matter because they combine the steadiness of a loan or fixed dividend with the potential upside of ownership; like a safety‑net that carries a one‑time ticket to become a shareholder, they affect expected returns and can dilute existing stock if converted.
shared dispositive powerregulatory
"Shared Dispositive Power 225,772.00"
Schedule 13G/Aregulatory
"Each of Messrs. Harkey and Mack is filing this as a control person"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
What stake does Nantahala Capital hold in Surrozen (SRZN)?
Nantahala reports beneficial ownership of 225,772 shares of Surrozen common stock. The filing states this equals 2.14% of the class as of March 31, 2026, including shares acquirable within sixty days via convertible securities.
Do Wilmot B. Harkey and Daniel Mack personally own the reported shares?
They are reported as control persons because they are managing members of Nantahala. The filing attributes shared beneficial ownership of 225,772 shares to each of them as of March 31, 2026.
Are the reported shares exercisable or immediately held?
The filing states the 225,772 shares include shares that may be acquired within sixty days through exercise of convertible securities. It therefore reports both current beneficial ownership and near-term exercisable conversion rights.
Who has voting and disposition authority over these shares?
The filing shows no sole voting or dispositive power; instead, Nantahala, Harkey, and Mack report shared voting and shared dispositive power over 225,772 shares as disclosed in the Schedule 13G/A.
Does this filing signal an active change in intent toward Surrozen?
The Schedule 13G/A lists beneficial ownership and conversion rights but does not state a change in intent. It discloses shared control over 225,772 shares and that some shares are acquirable within sixty days by conversion.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Surrozen, Inc./DE
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
86889P208
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
86889P208
1
Names of Reporting Persons
Nantahala Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
MASSACHUSETTS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
225,772.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
225,772.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
225,772.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.14 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
86889P208
1
Names of Reporting Persons
Wilmot B. Harkey
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
225,772.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
225,772.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
225,772.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.14 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
86889P208
1
Names of Reporting Persons
Daniel Mack
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
225,772.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
225,772.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
225,772.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.14 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Surrozen, Inc./DE
(b)
Address of issuer's principal executive offices:
171 OYSTER POINT BLVD SUITE 400 SOUTH SAN FRANCISCO, CALIFORNIA, 94080
Item 2.
(a)
Name of person filing:
(1) Nantahala Capital Management, LLC ("Nantahala")
(2) Wilmot B. Harkey
(3) Daniel Mack (together the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
130 Main St. 2nd Floor, New Canaan, Connecticut 06840
(c)
Citizenship:
(1) Nantahala is a Massachusetts limited liability company.
(2) Each of Messrs. Harkey and Mack is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock, $0.0001 par value per share
(e)
CUSIP No.:
86889P208
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of March 31, 2026, Nantahala may be deemed to be the beneficial owner of 225,772 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares. The 225772 Shares Include 225772 Shares which may be acquired by the Reporting Persons within sixty days through the exercise of convertible securities.
(b)
Percent of class:
As of March 31, 2026, each of the Reporting Persons may be deemed to be the beneficial owner of the following percentage of the total number of Shares outstanding:
(1) Nantahala Capital Management, LLC ("Nantahala") : 2.14%
(2) Wilmot B. Harkey: 2.14%
(3) Daniel Mack: 2.14%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(ii) Shared power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 225,772 Shares.
(2) Wilmot B. Harkey: 225,772 Shares.
(3) Daniel Mack: 225,772 Shares.
(iii) Sole power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(iv) Shared power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 225,772 Shares.
(2) Wilmot B. Harkey: 225,772 Shares.
(3) Daniel Mack: 225,772 Shares.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E). See Item 4(a).
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
