SEC Filing | Sight Sciences

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hicks Mack H.

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Sight Sciences, Inc. [ SGHT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/19/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/19/2021		C		2,669,530⁽¹⁾	A	⁽¹⁾	2,669,530⁽²⁾	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾
Common Stock	07/19/2021		C		1,717,140⁽¹⁾	A	⁽¹⁾	1,717,140⁽⁸⁾	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁹⁾
Common Stock								86,206	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽¹⁰⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Redeemable Convertible Preferred Stock	⁽¹⁾	07/19/2021		C			3,768,112⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	1,884,056	⁽¹⁾	0	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽¹¹⁾
Series B Redeemable Convertible Preferred Stock	⁽¹⁾	07/19/2021		C			513,472⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	256,736	⁽¹⁾	0	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽¹¹⁾
Series B Redeemable Convertible Preferred Stock	⁽¹⁾	07/19/2021		C			2,764,860⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	1,382,430	⁽¹⁾	0	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽¹²⁾
Series C Redeemable Convertible Preferred Stock	⁽¹⁾	07/19/2021		C			1,057,476⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	528,738	⁽¹⁾	0	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽¹¹⁾
Series C Redeemable Convertible Preferred Stock	⁽¹⁾	07/19/2021		C			669,420	⁽¹⁾	⁽¹⁾	Common Stock	334,710	⁽¹⁾	0	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽¹²⁾

1. Name and Address of Reporting Person^*

Hicks Mack H.

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

HEP Partners LLC

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

HH Sight LLC

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

HH Sight Partners GP, L.P.

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

HH Sight Partners, L.P.

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

HH-IOP Partners, L.P.

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

HICKS THOMAS O

(Last)

(First)

(Middle)

2200 ROSS AVENUE, SUITE 5000

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Explanation of Responses:

1. The preferred stock converted into common stock on a 2 for 1 basis automatically upon the closing of the initial public offering of the Issuer's common stock, effective July 19, 2021. The shares had no expiration date. The receipt of such common stock in connection with such automatic conversion of preferred stock, is exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to Rule 16b-6(b) thereunder.

2. Represents common stock received by HH Sight Partners, L.P. ("HH Sight Partners") in connection with the automatic conversion of all of its preferred stock.

3. This statement is jointly filed by and on behalf of each of Mack H. Hicks, Thomas O. Hicks, HH Sight Partners, HH-IOP Partners, L.P. ("HH-IOP"), HH Sight Partners GP, L.P. (the "GP"), HH Sight LLC (the "GP of GP"), and HEP Partners LLC ("HEP"). HH Sight Partners, HH-IOP, and Mack H. Hicks, as Trustee of the MHH 2016 Descendants Trust, are the direct beneficial owners of the securities covered by this statement.

4. The GP is the general partner of, and may be deemed to beneficially own securities owned by, each of HH Sight Partners and HH-IOP. The GP of the GP is the general partner of, and may be deemed to beneficially own securities owned by, the GP. Mack H. Hicks and Thomas O. Hicks are the co-managers of, and may each be deemed to beneficially own securities owned by, the GP of the GP. HEP is the investment manager of, and may be deemed to beneficially own securities owned by, each of HH Sight Partners and HH-IOP. Thomas O. Hicks is the Chairman, President, and Chief Executive Officer of, and may be deemed to beneficially own securities owned by, HEP.

5. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.

6. Each reporting person may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

7. Represents common stock directly held by HH Sight Partners.

8. Represents common stock received by HH-IOP in connection with the automatic conversion of all of its preferred stock.

9. Represents common stock directly held by HH-IOP.

10. Represents common stock directly held by Mack H. Hicks, as Trustee of the MHH 2016 Descendants Trust.

11. Represents preferred stock directly held by HH Sight Partners.

12. Represents preferred stock directly held by HH-IOP.

Remarks:

	HEP PARTNERS LLC, By: /s/ Thomas O. Hicks, Name: Thomas O. Hicks, Title: Managing Member	07/19/2021
	HH SIGHT LLC, By: /s/ Mack H. Hicks, Name: Mack H. Hicks, Title: Co-Manager	07/19/2021
	HH SIGHT PARTNERS GP, L.P., By: HH Sight LLC, Its: General Partner, By: /s/ Mack H. Hicks, Name: Mack H. Hicks, Title: Co-Manager	07/19/2021
	HH SIGHT PARTNERS, L.P., By: HH Sight Partners GP, L.P., Its: General Partner, By: HH Sight LLC, Its: General Partner, By: /s/ Mack H. Hicks, Name: Mack H. Hicks, Title: Co-Manager	07/19/2021
	HH-IOP PARTNERS, L.P., By: HH Sight Partners GP, L.P., Its: General Partner, By: HH Sight LLC, Its: General Partner, By: /s/ Mack H. Hicks, Name: Mack H. Hicks, Title: Co-Manager	07/19/2021
	THOMAS O. HICKS, By: /s/ Thomas O. Hicks	07/19/2021
	MACK H. HICKS, By: /s/ Mack H. Hicks	07/19/2021
	** 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 4 (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).
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