SEC Form 4 · accession 0001140361-18-002633

AquaBounty Technologies, Inc. · AQB

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

Reporting owners

Randal J Kirk

10% Owner

INTREXON CORP

10% Owner

Period of report

Jan 17, 2018

Accepted (ET)

Jan 19, 2018 · 5:19 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001603978

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Jan 17, 2018	P	1,538,461	$3.25	A	6,700,738	I	by Intrexon
Common Stock^F2	holding	—	—		—	200,519	I	by R.J. Kirk DOT
Common Stock^F2	holding	—	—		—	5,775	I	by Third Security
Common Stock^F2	holding	—	—		—	4,659	I	by Staff 2001
Common Stock^F2	holding	—	—		—	20	I	by Lotus
Common Stock^F2	holding	—	—		—	2,080	I	by JPK 2008
Common Stock^F2	holding	—	—		—	2,095	I	by MGK 2008
Common Stock^F2	holding	—	—		—	1,708	I	by ZSK 2008
Common Stock^F2	holding	—	—		—	10,784	I	by JPK 2009
Common Stock^F2	holding	—	—		—	12,726	I	by MGK 2009
Common Stock^F2	holding	—	—		—	1,132	I	by ZSK 2009
Common Stock^F2	holding	—	—		—	12,617	I	by JPK 2012
Common Stock^F2	holding	—	—		—	2,021	I	by Kellie L. Banks LTT
Common Stock^F2	holding	—	—		—	1,770	I	by Senior Staff 2006
Common Stock^F2	holding	—	—		—	885	I	by Staff 2006
Common Stock^F2	holding	—	—		—	295	I	by Incentive 2006
Common Stock^F3	holding	—	—		—	99,537	I	by Kapital Joe
Common Stock^F3	holding	—	—		—	82,083	I	by Mascara Kaboom
Common Stock^F3	holding	—	—		—	880	I	by Sr. Staff
Common Stock^F3	holding	—	—		—	3,199	I	by ADC 2010
Common Stock^F3	holding	—	—		—	14,076	I	by MGK 2011
Common Stock^F3	holding	—	—		—	20,306	I	by Senior Staff 2008
Common Stock^F3	holding	—	—		—	20,306	I	by Staff 2010
Common Stock^F3	holding	—	—		—	10,153	I	by Incentive 2010
Common Stock^F3	holding	—	—		—	199,682	I	by NRM VI Holdings
Common Stock^F3	holding	—	—		—	3,637	I	by NRM VII Holdings
Common Stock^F3	holding	—	—		—	124,609	I	by TSCP V

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrant to Purchase Common Stock^F4,F1	$3.25	Jan 17, 2018	P	1,538,461	A	Jan 17, 2018	Jan 17, 2023	Common Stock	1,538,461	1,538,461	I

Explanation of responses

F1Randal J. Kirk, directly and through certain affiliates, is the largest shareholder of Intrexon Corporation ("Intrexon") and serves as Intrexon's Chairman of the Board and Chief Executive Officer. Mr. Kirk may therefore be deemed to have voting and dispositive power over the shares of the issuer owned by Intrexon. Shares held by Intrexon may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F2Randal J. Kirk controls each of the R.J. Kirk Declaration of Trust "(R.J. Kirk DOT"), Third Security, LLC, ("Third Security"), Third Security Staff 2001 LLC ("Staff 2001"), Lotus Capital (2000) Company Inc. ("Lotus"), JPK 2008, LLC ("JPK 2008"), MGK 2008, LLC ("MGK 2008"), ZSK 2008, LLC ("ZSK 2008"), JPK 2009, LLC ("JPK 2009"), MGK 2009, LLC ("MGK 2009"), ZSK 2009, LLC ("ZSK 2009"), JPK 2012, LLC ("JPK 2012"), Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), Third Security Senior Staff 2006 LLC ("Senior Staff 2006"), Third Security Staff 2006 LLC ("Staff 2006") and Third Security Incentive 2006 LLC ("Incentive 2006"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F3Randal J. Kirk controls each of Kapital Joe, LLC ("Kapital Joe"), Mascara Kaboom, LLC ("Mascara Kaboom"), Third Security Senior Staff LLC ("Sr. Staff"), ADC 2010, LLC ("ADC2010"), MGK 2011, LLC ("MGK 2011"), Third Security Senior Staff 2008 LLC ("Senior Staff 2008"), Third Security Staff 2010 LLC ("Staff 2010"), Third Security Incentive 2010 LLC ("Incentive 2010"), NRM VI Holdings I, LLC ("NRM VI Holdings"), NRM VII Holdings I, LLC ("NRM VII Holdings") and Third Security Capital Partners V, LLC ("TSCP V"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F4The indicated number of warrants to purchase common stock of the issuer were received in connection with the purchase of common stock in an underwritten public offering of the issuer, which closed on January 17, 2018 (the "Offering"). In the Offering, each share of common stock was sold together with a warrant to purchase one share of common stock at a combined effective price of $3.25 per share and accompanying common warrant.