SEC Form 4/A · accession 0001209191-16-139234

IMPINJ INC · PI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

This is an amendment (Form 4/A). It replaces an earlier filing for the same period.

Reporting owner

Clinton Bybee

Director · 10% Owner

Period of report

Jul 26, 2016

Accepted (ET)

Aug 30, 2016 · 9:51 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001114995

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F2,F3,F4	Jul 26, 2016	C	820,935	$0.00	A	820,935	I	See footnotes
Common Stock^F6,F3,F4	Jul 26, 2016	C	527,088	$0.00	A	1,348,023	I	See footnotes
Common Stock^F8,F3,F4	Jul 26, 2016	X	40,025	$7.46	A	1,388,048	I	See footnotes
Common Stock^F9,F3,F4	Jul 26, 2016	F	21,313	$14.00	D	1,366,735	I	See footnotes

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series 1 Preferred Stock^F1	—	Jul 26, 2016	C	820,935	D	—	—	Common Stock	820,935	I
Series 2 Preferred Stock^F5	—	Jul 26, 2016	C	421,683	D	—	—	Common Stock	421,683	I
Series 2 Preferred Warrant (Right to Buy)^F5	$9.32	Jul 26, 2016	X	32,022	D	—	Jun 30, 2017	Common Stock	32,022	I

Explanation of responses

F1Each share of Series 1 Preferred Stock automatically converted into one share of Common Stock immediately prior to the completion of the Issuer's initial public offering of Common Stock and had no expiration date.
F2815,666 of these shares are held of record by ARCH Venture Fund V, L.P.; and 5,269 of these shares are held of record by ARCH V Entrepreneurs Fund, L.P.
F3ARCH Venture Partners V, L.P., as the sole general partner of ARCH Venture Fund V, L.P. and ARCH V Entrepreneurs Fund, L.P., may be deemed to beneficially own certain of the shares held of record by ARCH Venture Fund V, L.P. and ARCH V Entrepreneurs Fund, L.P., but disclaims beneficial ownership of such shares, in which it does not have an actual pecuniary interest. ARCH Venture Partners V, LLC, as the sole general partner of ARCH Venture Partners V, L.P., may be deemed to beneficially own certain of the shares held of record by ARCH Venture Fund V, L.P. and ARCH V Entrepreneurs Fund, L.P. but disclaims beneficial ownership of such shares, in which it does not have an actual pecuniary interest.
F4Clinton Bybee, a member of the board of directors, is a managing director of ARCH Venture Partners V, LLC, and may be deemed to beneficially own certain of the shares held of record by ARCH Venture Fund V, L.P. and ARCH V Entrepreneurs Fund, L.P. Mr. Bybee disclaims beneficial ownership of all shares held of record by ARCH Venture Fund V, L.P. and ARCH V Entrepreneurs Fund, L.P., of which he does not have an actual pecuniary interest. By virtue of their relationship as affiliated entities who have overlapping general partners and managing directors, ARCH Venture Fund V, L.P., ARCH V Entrepreneurs Fund, L.P., ARCH Venture Partners V, L.P., ARCH Venture Partners V, LLC and Mr. Bybee may be deemed to share the voting and investment control of the record shares.
F5Each share of Series 2 Preferred Stock automatically converted into 1.24996780424983 shares of Common Stock immediately prior to the completion of the Issuer's initial public offering of Common Stock and had no expiration date.
F61,339,228 of these shares are held of record by ARCH Venture Fund V, L.P.; and 8,795 of these shares are held of record by ARCH V Entrepreneurs Fund, L.P.
F7The warrant was automatically net exercised immediately prior to the completion of the Issuer's initial public offering of Common Stock.
F81,378,986 of these shares are held of record by ARCH Venture Fund V, L.P.; and 9,062 of these shares are held of record by ARCH V Entrepreneurs Fund, L.P.
F91,357,816 of these shares are held of record by ARCH Venture Fund V, L.P.; and 8,919 of these shares are held of record by ARCH V Entrepreneurs Fund, L.P.