Daewoong Co., Ltd. filed a Form 4 with the SEC on November 10, 2026, disclosing that its affiliate Daewoong Pharmaceutical Co., Ltd. exercised pre-funded warrants covering 11,236,631 shares of AEON Biopharma, Inc. (NASDAQ:AEON) Class A Common Stock on October 30, 2026.

Key Highlights

  • Cashless exercise: Daewoong Pharmaceutical Co., Ltd. exercised pre-funded warrants for 11,236,631 shares of Class A Common Stock on October 30, 2026, on a cashless basis at an exercise price of $0.0001 per share.
  • Shares withheld: 3,822 shares were withheld by the issuer to satisfy the aggregate exercise price, based on a closing sale price of $0.294 per share on October 29, 2026, resulting in 11,232,809 shares actually issued to Daewoong Pharmaceutical.
  • Post-transaction ownership: Following the transactions, Daewoong Pharmaceutical beneficially owned 23,184,523 shares of Class A Common Stock indirectly, plus 58,023 shares reported separately.
  • No pre-funded warrants remain: According to the filing, following the exercise, no pre-funded warrants remain outstanding.
  • Common Stock Warrant retained: Daewoong Pharmaceutical continues to hold a Common Stock Warrant covering 8,000,000 shares at an exercise price of $1.09392 per share, subject to a 49.99% beneficial ownership cap.
  • Convertible note outstanding: A Senior Secured Convertible Note with a principal amount of $1,500,000 remains held by Daewoong Pharmaceutical, converting automatically upon a qualified financing of at least $30.0 million in aggregate gross cash proceeds.

Daewoong Pharmaceutical Completes Full Pre-Funded Warrant Exercise in AEON Biopharma

According to the Form 4 filing, Daewoong Co., Ltd. reported transactions on behalf of its affiliate Daewoong Pharmaceutical Co., Ltd., which directly holds the securities of AEON Biopharma, Inc. The filing states that Daewoong Co., Ltd. owns approximately 52% of the outstanding shares of Daewoong Pharmaceutical Co., Ltd. and may be deemed to have voting and dispositive power over the securities held by Daewoong Pharmaceutical. Daewoong Co., Ltd. disclaimed beneficial ownership of the securities except to the extent of its pecuniary interest, as stated in the filing.

The filing disclosed that on October 30, 2026, Daewoong Pharmaceutical exercised in full, on a cashless basis, pre-funded warrants to purchase 11,236,631 shares of Class A Common Stock at an exercise price of $0.0001 per share. No cash was paid in connection with the exercise. The issuer withheld 3,822 shares to cover the aggregate exercise price under the net exercise formula, using a closing sale price of $0.294 per share recorded on October 29, 2026, the trading day immediately preceding the exercise date. As a result, 11,232,809 shares were issued to Daewoong Pharmaceutical.

The filing also identified two additional derivative securities held by Daewoong Pharmaceutical. The Common Stock Warrant covers 8,000,000 shares at an exercise price of $1.09392 per share and includes a provision that it may not be exercised if the holder together with its affiliates would beneficially own in excess of 49.99% of the issuer's outstanding Class A Common Stock following such exercise. The Senior Secured Convertible Note, with a principal amount of $1,500,000, converts automatically upon completion of a qualified financing with aggregate gross cash proceeds of at least $30.0 million, at a conversion rate equal to 1.3 multiplied by the quotient of principal and accrued interest divided by the per-share price in that financing. The filing noted that the number of shares issuable upon conversion "is therefore not determinable at this time."

What Was Disclosed

Daewoong Co., Ltd. reported the full cashless exercise of pre-funded warrants for 11,236,631 Class A shares of AEON Biopharma by its affiliate Daewoong Pharmaceutical on October 30, 2026, resulting in indirect beneficial ownership of 23,184,523 shares plus a retained common stock warrant and convertible note.