X0306 4 2020-05-26 0 0001383701 Histogen Inc. HSTO 0001343266 Pascoe Richard W C/O HISTOGEN INC. 10655 SORRENTO VALLEY RD., STE 200 SAN DIEGO CA 92121 1 1 0 0 See Remarks Stock Option (right to buy) 5.30 2019-01-24 4 J 0 291107 0.00 A 2029-01-24 Common Stock 291107 291107 D Stock Option (right to buy) 5.30 2019-01-24 4 J 0 194071 0.00 A 2029-01-24 Common Stock 194071 194071 D Shares of common stock of the corporation formerly known as Histogen Inc. ("Histogen") were converted into shares of common stock of the Issuer pursuant to that certain Agreement and Plan of Merger and Reorganization, dated as of January 28, 2020, by and among the Issuer, Chinook Merger Sub, Inc. and Histogen (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of Histogen common stock was exchanged for 1.4342 shares of the Issuer's common stock (the "Conversion"). Immediately following the merger, the Issuer changed its name to Histogen Inc. All share numbers reflect the one-for-ten reverse stock split (the "Reverse Split") effected by the Issuer immediately prior to the completion of the merger. 25% of the shares subject to the option vested on 01/24/2020 and 1/48 of the share subject to the option shall vest monthly thereafter. Shares subject to the option and the exercise price have been adjusted based upon the Conversion and Reverse Split. 10% of the shares subject to the option vested on the closing of the merger and the remaining 30% of the shares subject to the option vest upon the date, if any, that the market capitalization of the combined company exceeds each of $200,000,000, $275,000,000, and $300,000,000. Shares subject to the option and the exercise price have been adjusted based upon the Conversion and Reverse Split. President, Chief Executive Officer & Director /s/ Richard W. Pascoe 2020-05-28