Form 4 for DNA Ginkgo Bioworks Holdings, Inc.
Accepted 2021-12-08 00:00:00 ET · period of report 2021-12-06 · accession 0000899243-21-047408 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-12-08 | 2021-12-06 | DNA | Kelly Jason R | See Remarks, Dir | C - Cnv Deriv | — | +150.0K | 150.0K | New | — |
| D | 2021-12-08 | 2021-12-07 | DNA | Kelly Jason R | See Remarks, Dir | G - Gift | $0.00 | -150.0K | 0 | -100% | $0 |
| D | 2021-12-08 | 2021-12-06 | DNA | Kelly Jason R | See Remarks, Dir | C - Cnv Deriv | — | -150.0K | 70.70M | -0.2% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-12-06 | C | A | 150,000 | — | 150,000 | D | — | — | (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. |
| 2 | Common | Class A Common Stock | 2021-12-07 | G | D | 150,000 | $0.00 | 0 | D | — | — | |
| 3 | Derivative | Class B Common Stock | 2021-12-06 | C | D | 150,000 | — | 70,703,049 | D | — · — to — | 150,000 Class A Common Stock | (F4) Pursuant to the Merger Agreement, each share of Class A common stock of Legacy Ginkgo, each share of Class B common stock of Legacy Ginkgo, each option of Legacy Ginkgo under Legacy Ginkgo's stock incentive plans, each award of restricted common stock of Legacy Ginkgo under Legacy Ginkgo's stock incentive plans, and each award of restricted stock units of Legacy Ginkgo under Legacy Ginkgo's stock incentive plans, in each case outstanding immediately prior to the effective time of the business combination, received a proportional amount of the approximately 188.7 million earn-out shares. (F3) Pursuant to the business combination of Soaring Eagle Acquisition Corp. and Ginkgo Bioworks, Inc. ("Legacy Ginkgo"), as contemplated by an agreement and plan of merger, dated May 11, 2021 and amended on May 14, 2021 (the "Merger Agreement"), (a) each share of Class A common stock of Legacy Ginkgo outstanding immediately prior to the effective time of the business combination was converted into approximately 49.080452 shares of the Issuer's Class A Common Stock; and (b) each share of Class B common stock of Legacy Ginkgo outstanding immediately prior to the effective time of the business combination was converted into approximately 49.080452 shares of the Issuer's Class B Common Stock. (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. |