SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* Guo Chris (Last) (First) (Middle) 26061 MERIT CIR #102 (Street) LAGUNA HILLS CA 92653 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/15/2024	3. Issuer Name and Ticker or Trading Symbol Sonendo, Inc. [ SONX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Interim CFO	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	51,987(1)(2)(3)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option	(4)	06/21/2031	Common Stock	38,355	$2.34	D

Explanation of Responses:

1. Includes: (i) 12,547 restricted stock units ("RSUs") payable in shares of common stock of Sonendo, Inc., par value $0.001 per share ("Common Stock"), granted to the Reporting Person on January 13, 2022, 25% of which vested on January 13, 2023, with 6.25% of the RSUs vesting quarterly thereafter; less, 2,614 shares of Common Stock sold or withheld to cover tax withholding obligations in connection with the vesting of RSUs; (Continued on Footnotes 2 and 3)

2. (Continued from Footnote 1) (ii) 14,501 RSUs payable in shares of Common Stock, granted to the Reporting Person on May 3, 2022, 25% of which vested on May 3, 2023, with 6.25% of the RSUs vesting quarterly thereafter; less, 2,600 shares of Common Stock sold or withheld to cover tax withholding obligations in connection with the vesting of RSUs; (Continued on Footnote 3)

3. (Continued from Foontonte 1 and 2) (iii) 33,333 RSUs payable in shares of Common Stock, granted to the Reporting Person on March 14, 2023, 25% of which vested on March 14, 2024, with 6.25% of the RSUs vesting quarterly thereafter; less, 3,180 shares of Common Stock sold or withheld to cover tax withholding obligations in connection with the vesting of RSUs.

4. Stock option granted on June 23, 2021, of which 24,772 shares underlying the option have vested and are currently exercisable, with the remaining shares underlying the option vesting equally on a monthly basis until July 19, 2025.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Chris Guo	03/25/2024
	** 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 5 (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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