| 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*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/18/2026 | 3. Issuer Name and Ticker or Trading Symbol
AUNA S.A. [ AUNA ] | |||||||||||||||
| 3a. Foreign Trading Symbol
[AUNA] | 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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) |
| Class A Common Shares | 30,710 | D | |
| Class B Common Shares(1) | 32,029,016(2) | I | By Enfoca Entities(2) |
| 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 | ||||
| Performance Share Option (Right to Buy) | (3) | 03/21/2034 | Class A Common Shares | 2,217,528 | $12 | D | |
| Performance Share Option (Right to Buy) | (4) | 07/11/2035 | Class A Common Shares | 277,778 | $6.32 | D | |
| Share Option (Right to Buy) | (5) | 07/11/2035 | Class A Common Shares | 209,677 | $6.32 | D | |
| Explanation of Responses: |
| 1. Each Class B common share is convertible into one Class A common share: (i) at any time at the option of the holder of such Class B common share or (ii) automatically upon any transfer that is not a permitted transfer in accordance with the Issuer's articles of association. |
| 2. Consists of (i) 25,585,539 Class B common shares held of record by Enfoca Discovery 2, L.P. ("Enfoca Discovery 2"), (ii) 3,198,192 Class B common shares held of record by Enfoca Descubridor 1, Fondo de Inversion ("Enfoca Descubridor 1"), (iii) 3,198,192 Class B common shares held of record by Enfoca Descubridor 2, Fondo de Inversion ("Enfoca Descubridor 2"), (iv) 46,820 Class B common shares held of record by Enfoca Asset Management Ltd. ("Enfoca Asset Management") and (v) 273 Class B common shares held of record by Enfoca Sociedad Administradora de Fondos de Inversion S.A. ("ESAFI" and, together with Enfoca Discovery 2, Enfoca Descubridor 1, Enfoca Descubridor 2 and Enfoca Asset Management, the "Enfoca Entities"). The Enfoca Entities are indirectly controlled by Mr. Zamora. |
| 3. The performance share option will conditionally vest in three equal tranches in the event that the price of the Issuer's Class A common share equals or exceeds each of $12.00, $21.00 and $30.00 per share, respectively. |
| 4. The performance share option will conditionally vest in the event that the price of the Issuer's Class A common share equals or exceeds $9.48 |
| 5. This share option will vest annually in four equal installments beginning on July 11, 2026. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Carolina Brovelli, attorney-in-fact for Jesus Zamora Leon | 03/25/2026 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 3: SEC 1473 (03-26) | ||