Surrozen, Inc. Schedule 13G/A amendment: Reporting Persons led by TCG Crossover II/III and Chen Yu amended their prior filing to disclose beneficial ownership positions in the Issuer's Common Stock. Each of TCG Crossover II and TCG Crossover III is shown with 736,554 shares (representing 6.3%). Chen Yu is shown with 1,473,101 shares (representing 12.7%), consisting of the positions held by the two TCG funds. The filing cites 11,610,371 shares outstanding as of May 4, 2026 (and May 1, 2026 in one instance) as the basis for percentage calculations. The Reporting Persons disclaim group status and attribute record ownership to the TCG entities; Chen Yu is disclosed as sole managing member of the GP entities.
Positive
None.
Negative
None.
Insights
Amendment clarifies beneficial ownership and voting relationships.
The amendment lists record ownership of 736,554 shares each for TCG Crossover II and III and attributes a combined 1,473,101 shares to Chen Yu based on reported outstanding shares of 11,610,371. Percentages reported are 6.3% and 12.7%.
The filing emphasizes shared voting and dispositive power through GP relationships and expressly disclaims group status. Future Form 13 filings or public disclosures would show any material changes in these holdings or voting arrangements.
Key Figures
Shares held by TCG Crossover II:736,554 sharesShares held by TCG Crossover III:736,554 sharesAggregate shares attributed to Chen Yu:1,473,101 shares+3 more
6 metrics
Shares held by TCG Crossover II736,554 sharesrecord holding reported for TCG Crossover II
Shares held by TCG Crossover III736,554 sharesrecord holding reported for TCG Crossover III
Aggregate shares attributed to Chen Yu1,473,101 sharescombines positions held by TCG Crossover II and III
Percent of class (TCG funds)6.3%percentage calculated using outstanding shares cited by the filing
Percent of class (Chen Yu)12.7%percentage calculated using outstanding shares cited by the filing
Shares outstanding cited11,610,371 sharesas reported in the Issuer's Form 10-Q used for percentage calculations
Key Terms
beneficially owned, shared dispositive power, disclaim status as a group, Rule 13d-1(k)(1)
4 terms
beneficially ownedregulatory
"Amount beneficially owned: See Row 9 of the cover page for each Reporting Person"
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.
shared dispositive powerregulatory
"Shared Dispositive Power 736,554.00"
disclaim status as a grouplegal
"The Reporting Persons expressly disclaim status as a group for purposes of this ."
Rule 13d-1(k)(1)regulatory
"agreement among the Reporting Persons to file jointly in accordance with the provisions of Rule 13d-1(k)(1)"
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Surrozen, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 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
TCG Crossover GP II, 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
736,554.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
736,554.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
736,554.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: These securities are held of record by TCG Crossover II (as defined in Item 2(a) below). TCG Crossover GP II (as defined in Item 2(a) below) is the general partner of TCG Crossover II and may be deemed to have voting, investment, and dispositive power with respect to these securities. Chen Yu is the sole managing member of TCG Crossover GP II and may be deemed to share voting, investment and dispositive power with respect to these securities.
Based on 11,610,371 shares of Common Stock outstanding as of May 4, 2026, as reported by the Issuer (as defined in Item 1(a) below) in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission (the "Commission") on May 6, 2026 (the "Form 10-Q").
SCHEDULE 13G
CUSIP Number(s):
86889P208
1
Names of Reporting Persons
TCG Crossover Fund II, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
736,554.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
736,554.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
736,554.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: These securities are held of record by TCG Crossover II. TCG Crossover GP II is the general partner of TCG Crossover II and may be deemed to have voting, investment, and dispositive power with respect to these securities. Chen Yu is the sole managing member of TCG Crossover GP II and may be deemed to share voting, investment and dispositive power with respect to these securities.
Based on 11,610,371 shares of Common Stock outstanding as of May 4, 2026, as reported by the Issuer in the Form 10-Q.
SCHEDULE 13G
CUSIP Number(s):
86889P208
1
Names of Reporting Persons
TCG Crossover GP III, 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
736,554.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
736,554.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
736,554.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: These securities are held of record by TCG Crossover III (as defined in Item 2(a) below). TCG Crossover GP III (as defined in Item 2(a) below) is the general partner of TCG Crossover III and may be deemed to have voting, investment, and dispositive power with respect to these securities. Chen Yu is the sole managing member of TCG Crossover GP III and may be deemed to share voting, investment and dispositive power with respect to these securities.
Based on 11,610,371 shares of Common Stock outstanding as of May 4, 2026, as reported by the Issuer in the Form 10-Q.
SCHEDULE 13G
CUSIP Number(s):
86889P208
1
Names of Reporting Persons
TCG Crossover Fund III, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
736,554.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
736,554.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
736,554.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: These securities are held of record by TCG Crossover III. TCG Crossover GP III is the general partner of TCG Crossover III and may be deemed to have voting, investment, and dispositive power with respect to these securities. Chen Yu is the sole managing member of TCG Crossover GP III and may be deemed to share voting, investment and dispositive power with respect to these securities.
Based on 11,610,371 shares of Common Stock outstanding as of May 4, 2026, as reported by the Issuer in the Form 10-Q.
SCHEDULE 13G
CUSIP Number(s):
86889P208
1
Names of Reporting Persons
Chen Yu
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
1,473,101.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,473,101.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,473,101.00
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)
12.7 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Consists of (i) 736,554 shares of Common Stock held of record by TCG Crossover II and (ii) 736,547 shares of Common Stock held of record by TCG Crossover III. TCG Crossover GP II is the general partner of TCG Crossover II and may be deemed to have voting, investment, and dispositive power with respect to the securities held of record by TCG Crossover II. TCG Crossover GP III is the general partner of TCG Crossover III and may be deemed to have voting, investment, and dispositive power with respect to the securities held of record by TCG Crossover III. Chen Yu is the sole managing member of each of TCG Crossover GP II and TCG Crossover GP III and may be deemed to share voting, investment and dispositive power with respect to the securities held of record by TCG Crossover II and TCG Crossover III.
Based on 11,610,371 shares of Common Stock outstanding as of May 1, 2026, as reported by the Issuer in the Form 10-Q.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Surrozen, Inc.
(b)
Address of issuer's principal executive offices:
171 Oyster Point Blvd., Suite 400, South San Francisco, CA 94080
Item 2.
(a)
Name of person filing:
This Amendment No. 1 (Amendment No. 1) amends and supplements the Schedule 13G initially filed with the Commission on February 2, 2026 (the Original Schedule 13G) and is being filed by TCG Crossover Fund II, L.P. (TCG Crossover II), TCG Crossover GP II, LLC (TCG Crossover GP II), TCG Crossover Fund III, L.P. (TCG Crossover III) and TCG Crossover GP III, LLC (TCG Crossover GP III and together with TCG Crossover II, TCG Crossover GP II and TCG Crossover III, the Reporting Entities) and Chen Yu (the Reporting Individual). The Reporting Entities and the Reporting Individual are collectively referred to as the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13G. The agreement among the Reporting Persons to file jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act is attached as Exhibit 1 to the Original Schedule 13G. Other than those securities reported herein as being held directly by such Reporting Person, each Reporting Person disclaims beneficial ownership of all securities reported in this Statement except to the extent of such Reporting Person's pecuniary interest therein. Capitalized terms not defined in this Amendment No. 1 have the meanings ascribed to them in the Original Schedule 13G.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each Reporting Person is 245 Lytton Ave., Suite 350, Palo Alto, CA 94301.
(c)
Citizenship:
TCG Crossover GP II and TCG Crossover GP II are each a limited liability company organized under the laws of the State of Delaware. TCG Crossover II and TCG Crossover III are each a limited partnership organized under the laws of the State of Delaware. The Reporting Individual is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock, par value $0.0001 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:
See Row 9 of the cover page for each Reporting Person and the corresponding comments.
(b)
Percent of class:
See Row 5 of the cover page for each Reporting Person and the corresponding comments.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Row 11 of the cover page for each Reporting Person and the corresponding comments.
(ii) Shared power to vote or to direct the vote:
See Row 6 of the cover page for each Reporting Person and the corresponding comments.
(iii) Sole power to dispose or to direct the disposition of:
See Row 7 of the cover page for each Reporting Person and the corresponding comments.
(iv) Shared power to dispose or to direct the disposition of:
See Row 8 of the cover page for each Reporting Person and the corresponding comments.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Under certain circumstances set forth in the limited partnership agreements of TCG Crossover II and TCG Crossover III and the limited liability company agreements of TCG Crossover GP II and TCG Crossover GP III, the general and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of securities of the Issuer owned by each such entity of which they are a partner or member, as the case may be.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
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 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.
Chen Yu is reported as beneficial owner of 1,473,101 shares, equal to 12.7% of Common Stock per the filing. This total combines 736,554 shares held in TCG Crossover II and 736,547 shares held in TCG Crossover III as disclosed.
How many shares do TCG Crossover II and III each hold in SRZN?
Each of TCG Crossover II and TCG Crossover III is shown holding 736,554 shares, representing 6.3% of the class based on the cited outstanding share count. The shares are held of record by the respective funds.
What outstanding share count does the filing use to calculate percentages?
The filing references 11,610,371 shares outstanding as reported by the Issuer in its Form 10-Q (cited as of May 4, 2026 and May 1, 2026 in different sections) as the basis for the percentage calculations.
Do the Reporting Persons claim joint group status in this filing?
No. The Reporting Persons expressly disclaim status as a group for purposes of the statement while filing jointly under Rule 13d-1(k)(1). Each disclaims beneficial ownership except to the extent of its pecuniary interest.
Who may exercise voting or dispositive power over the reported shares?
The filing states the shares are held of record by the TCG funds; TCG Crossover GP II/III as general partners may be deemed to have voting and dispositive power, and Chen Yu as sole managing member may be deemed to share such powers.
