SEC Form 4 · accession 0001209191-16-144660
Fulgent Genetics, Inc. · FLGT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John C Bolger
Director
Period of report
Sep 30, 2016
Accepted (ET)
Oct 4, 2016 · 6:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001674930
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Predecessor Unit Option (Right to Buy)F1,F2 | $0.05 | Apr 13, 2016 | A | 20,000 | A | — | Apr 12, 2026 | Predecessor Class D Non-Voting Common Units | 20,000 | 20,000 | D |
| Predecessor Unit Option (Right to Buy)F1,F3 | $1.62 | Jun 22, 2016 | A | 20,000 | A | — | Jun 21, 2026 | Predecessor Class D Non-Voting Common Units | 20,000 | 20,000 | D |
| Predecessor Unit Option (Right to Buy)F1,F5,F4 | $0.05 | Sep 30, 2016 | D | 20,000 | D | — | Feb 22, 2026 | Predecessor Class D Non-Voting Common Units | 20,000 | 0 | D |
| Predecessor Unit Option (Right to Buy)F1,F5,F2 | $0.05 | Sep 30, 2016 | D | 20,000 | D | — | Apr 12, 2026 | Predecessor Class D Non-Voting Common Units | 20,000 | 0 | D |
| Predecessor Unit Option (Right to Buy)F1,F5,F3 | $1.62 | Sep 30, 2016 | D | 20,000 | D | — | Jun 21, 2026 | Predecessor Class D Non-Voting Common Units | 20,000 | 0 | D |
| Issuer Stock Option (Right to Buy)F6,F4 | $0.38 | Sep 30, 2016 | A | 2,631 | A | — | Feb 22, 2026 | Issuer Common Stock | 2,631 | 2,631 | D |
| Issuer Stock Option (Right to Buy)F6,F2 | $0.38 | Sep 30, 2016 | A | 2,631 | A | — | Apr 12, 2026 | Issuer Common Stock | 2,631 | 2,631 | D |
| Issuer Stock Option (Right to Buy)F6,F3 | $12.312 | Sep 30, 2016 | A | 2,631 | A | — | Jun 21, 2026 | Issuer Common Stock | 2,631 | 2,631 | D |
Explanation of responses
- F1Reflects securities of Fulgent Therapeutics LLC (the "Predecessor" or "Fulgent LLC"). Fulgent LLC is considered the predecessor of Fulgent Genetics, Inc. (the "Issuer") following completion of a reorganization transaction pursuant to which the Predecessor became a wholly owned subsidiary of the Issuer (the "Reorganization"), which was completed on September 30, 2016 in connection with the initial public offering of the Issuer and which is described in the Issuer's Registration Statement on Form S-1, as amended (File No. 333-213469). In the Reorganization, all options to purchase the Predecessor's Class D non-voting common units were cancelled in exchange for options to purchase shares of the Issuer's common stock at a ratio of 7.6-for-1.
- F2The shares or units, as applicable, subject to the option vest over a period of four years, with 1/4th of such shares or units, as applicable, vesting 12 months after April 13, 2016, and 1/16th of the remaining shares or units, as applicable, vesting at the end of every three-month period over the remaining 36 months, subject to Mr. Bolger's continued service for the Predecessor or the Issuer on each vesting date.
- F3The shares or units, as applicable, subject to the option vest over a period of four years, with 1/4th of such shares or units, as applicable, vesting 12 months after June 22, 2016, and 1/16th of the remaining shares or units, as applicable, vesting at the end of every three-month period over the remaining 36 months, subject to Mr. Bolger's continued service for the Predecessor or the Issuer on each vesting date.
- F4The shares or units, as applicable, subject to the option vest over a period of four years, with 1/4th of such shares or units, as applicable, vesting 12 months after February 23, 2016, and 1/16th of the remaining shares or units, as applicable, vesting at the end of every three-month period over the remaining 36 months, subject to Mr. Bolger's continued service for the Predecessor or the Issuer on each vesting date.
- F5The securities were disposed of and cancelled in the Reorganization in exchange for options to purchase 2,631 shares of the Issuer's common stock.
- F6The securities were received in the Reorganization in exchange for the cancellation of options to purchase 20,000 of the Predecessor's Class D non-voting common units.