---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-082006"
form_type: "8-K"
ticker: "SGMT"
cik: "0001400118"
company_name: "Sagimet Biosciences Inc."
filed_at: "2023-07-18T23:59:59+00:00"
generated_at: "2026-06-13T06:57:30.891308+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Sagimet Biosciences closes IPO; files amended charter and bylaws effective July 18, 2023

## Summary
- Authorized 500M shares of Series A common stock and 15M shares of Series B common stock.
- Reclassified outstanding common stock as Series A common stock upon IPO closing.
- Charter authorizes 10M shares of undesignated preferred stock issuable in series by Board.
- Bylaws eliminate stockholder action by written consent and set procedures for proposals and director nominations.

## SEC filing metadata
- accession: 0001104659-23-082006
- form_type: 8-K
- ticker: SGMT
- cik: 0001400118
- company_name: Sagimet Biosciences Inc.
- filed_at: 2023-07-18T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1400118/000110465923082006/0001104659-23-082006-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1400118/000110465923082006/tm237052d22_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-082006
- JSON: https://secwatch.observer/filing/0001104659-23-082006.json
- Plain text: https://secwatch.observer/filing/0001104659-23-082006.txt

## Key facts
- Governance Changes
  Sagimet Biosciences Inc.: Filed eleventh amended and restated certificate of incorporation effective upon closing of IPO, reclassifying common stock, authorizing new classes of common and preferred stock, and eliminating references to previous preferred series (effective 2023-07-18).
  - Change: charter amendment
  - Effective: 2023-07-18
  source text: on July 18, 2023 and in connection with the closing of the initial public offering of the Company’s Series A common stock (the “IPO”), the Company filed an eleventh amended and restated certificate of incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1400118/000110465923082006/0001104659-23-082006-index.htm
- Governance Changes
  Sagimet Biosciences Inc.: Second amended and restated bylaws became effective upon closing of IPO, eliminating stockholder action by written consent, establishing stockholder proposal and director nomination procedures, and conforming to amended charter (effective 2023-07-18).
  - Change: bylaw amendment
  - Effective: 2023-07-18
  source text: on July 18, 2023 in connection with the closing of the IPO, the second amended and restated bylaws of the Company (the “Amended and Restated Bylaws”), previously approved by the Board and the Company’s stockholders to become effective upon the closing of the IPO, became effective.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1400118/000110465923082006/0001104659-23-082006-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.