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Kelly Jason R's Form 4 filing

Ginkgo Bioworks Holdings, Inc. (DNA) · filed Oct 4, 2022

Accession no.
0000899243-22-032861
Filed
Oct 4, 2022, 9:55 PM ET
Trade date
Nov 17, 2021-Oct 3, 2022
Filing delay
321 daysLate
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 3 non-derivative transactions and 3 derivative transactions. Open-market sales total $1.07M. It was filed 321 days after the trade, past the 2-business-day deadline.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Kelly Jason RCIK 0001845677Director, Officer (See remarks)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Sep 30, 2022Class A Common StockMOption exerciseAcquired+773,453–F2–773,453Direct
Oct 1, 2022Class A Common StockMOption exerciseAcquired+25,782,354–F3–26,555,807Direct
Oct 3, 2022Class A Common StockSSaleDisposed−343,082$3.12−$1,070,964.7726,212,725Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Sep 30, 2022Class B Common StockMOption exerciseDisposed−773,453–F2–69,929,596Direct
Nov 17, 2021Restricted Stock UnitsAGrant or awardAcquired+25,782,354–F3–25,782,354Direct
Oct 1, 2022Restricted Stock UnitsMOption exerciseDisposed−25,782,354–F3–0Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F2

Shares of the Class B Common Stock may be converted into shares of Class A Common Stock, on a one-to-one basis, at the option of the holder at any time and have no expiration date.

Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.

F3

Represents restricted stock units (the "RSUs") granted prior to the business combination of Soaring Eagle Acquisition Corp. and Ginkgo Bioworks, Inc. in September 2021 (the "Merger"), which became contingent rights to acquire equity securities of the Issuer upon consummation of the Merger. At the time of grant, the RSUs were subject to both a service-based vesting condition and a performance-based vesting condition. On November 17, 2021, the board of directors of the Issuer modified the vesting terms of RSUs, such that the Merger was deemed to have satisfied the performance condition for vesting effective as of March 15, 2022. The service-based vesting condition was satisfied on October 1, 2022, and the Issuer elected to deliver one share of Class A Common Stock to the Reporting Person for each RSU. Such shares of Class A Common Stock may be exchanged for shares of Class B Common Stock at the option of the Reporting Person.

Referenced by the price of 1 transaction in Table I and 2 transactions in Table II.

Remarks

CEO & Founder

Read the full filing on SEC EDGAR (opens in a new tab)