---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-018715"
form_type: "8-K"
ticker: "CGON"
cik: "0001991792"
company_name: "CG Oncology, Inc."
filed_at: "2024-01-30T23:59:59+00:00"
generated_at: "2026-06-06T15:18:43.211134+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# CG Oncology completes IPO of 23M shares at $19.00, raising $437M gross

## Summary
- IPO closed on Jan 29, 2024: 23M shares (includes full exercise of underwriters' option for 3M additional shares) at $19.00/share.
- Gross proceeds of $437.0 million before underwriting discounts and expenses.
- Charter amended: authorized common stock increased to 700M shares; 70M shares of undesignated preferred stock authorized.
- Charter establishes classified board with staggered three-year terms and limits stockholder actions by written consent.
- Exclusive forum provisions for Securities Act claims in federal courts and Delaware Chancery for other claims.

## SEC filing metadata
- accession: 0001193125-24-018715
- form_type: 8-K
- ticker: CGON
- cik: 0001991792
- company_name: CG Oncology, Inc.
- filed_at: 2024-01-30T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1991792/000119312524018715/0001193125-24-018715-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1991792/000119312524018715/d114617d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-018715
- JSON: https://secwatch.observer/filing/0001193125-24-018715.json
- Plain text: https://secwatch.observer/filing/0001193125-24-018715.txt

## Key facts
- Governance Changes
  CG Oncology, Inc.: Adopted amended and restated bylaws establishing procedures for stockholder proposals and director nominations, and conforming to the restated certificate (effective 2024-01-29).
  - Change: bylaw amendment
  - Effective: 2024-01-29
  source text: On January 29, 2024, in connection with the closing of the IPO, the amended and restated bylaws of the Company (the “Amended and Restated Bylaws”), previously approved by the Company’s board of directors to become effective upon the effectiveness of the Restated Certificate, became effective.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1991792/000119312524018715/0001193125-24-018715-index.htm
- Governance Changes
  CG Oncology, Inc.: Amended and restated certificate of incorporation to increase authorized common stock, authorize preferred stock, establish classified board, require supermajority vote for director removal, eliminate stockholder written consent, and designate exclusive federal forum for Securities Act claims (effective 2024-01-29).
  - Change: charter amendment
  - Effective: 2024-01-29
  source text: On January 29, 2024, CG Oncology, Inc. (the “Company”) filed an amended and restated certificate of incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware in connection with the closing of the initial public offering (the “IPO”) of shares of its common stock.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1991792/000119312524018715/0001193125-24-018715-index.htm

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