Roberts Bryan E Form 4 10x Genomics / BRYAN E ROBERTS ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ROBERTS BRYAN E

(Last) (First) (Middle)

C/O VENROCK

3340 HILLVIEW AVENUE

(Street)

PALO ALTO CA 94304

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
10x Genomics, Inc. [ TXG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/08/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	12/08/2020		C		3,000,000	A	$0.00(1)	3,037,825	I	By funds(2)
Class A Common Stock	12/08/2020		J(3)		731,308(3)	D	$0.00(3)	2,306,517	I	By funds(4)
Class A Common Stock	12/10/2020		J(5)		268,692(5)	D	$0.00(5)	2,037,825	I	By funds(6)
Class A Common Stock	12/10/2020		J		93,487(7)	A	$0.00	215,291	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	$0.00	12/08/2020		C			3,000,000	(8)	(8)	Class A Common Stock	3,000,000	$0.00(8)	5,790,422	I	By funds(9)

Explanation of Responses:

1. Represents shares of Class A Common Stock received upon conversion of 3,000,000 shares of Class B Common Stock.

2. Consists of 2,816,685 shares of Class A Common Stock held by Venrock Associates VI, L.P. ("VA VI") and 221,140 shares of Class A Common Stock held by Venrock Partners VI, L.P. ("VP VI").

3. On December 8, 2020, VA VI and VP VI distributed an aggregate of 1,000,000 shares of Class A Common Stock to their limited partners and general partners. Of the 1,000,000 shares distributed, 249,521 shares were distributed by VA VI to its general partner, Venrock Management VI, LLC ("VM VI") and 19,171 shares were distributed by VP VI to its general partner, Venrock Partners Management VI, LLC ("VPM VI").

4. Consists of 1,889,497 shares of Class A Common Stock held by VA VI, 249,521 shares of Class A Common Stock held by VM VI, 148,328 shares of Class A Common Stock held by VP VI and 19,171 shares of Class A Common Stock held by VPM VI.

5. On December 10, 2020, VM VI and VPM VI distributed an aggregate of 268,692 shares of Class A Common Stock to their members and participants.

6. Consists of 1,889,497 shares of Class A Common Stock held by VA VI and 148,328 shares of Class A Common Stock held by VP VI.

7. On December 10, 2020, Dr. Roberts received an aggregate of 93,487 shares of Class A Common Stock as part of the distribution of shares of VM VI and VPM VI.

8. Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Additionally, all outstanding shares of Class B Common Stock will convert automatically into Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions) and upon the occurrence of certain other events set forth in the Issuer's Amended and Restated Certificate of Incorporation.

9. Consists of 5,368,880 shares of Class B Common Stock held by VA VI and 421,542 shares of Class B Common Stock held by VP VI.

Remarks:

	/s/ Bryan E. Roberts	12/10/2020
	** Signature of Reporting Person	Date
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