Joseph Driscoll Form 3 Quanterix / JOSEPH DRISCOLL ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

DRISCOLL JOSEPH

(Last) (First) (Middle)

C/O QUANTERIX CORPORATION,

113 HARTWELL AVENUE

(Street)

LEXINGTON MA 02421

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/06/2017

3. Issuer Name and Ticker or Trading Symbol
Quanterix Corp [ QTRX ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	(1)(2)	06/02/2027	Common Stock	301,722(3)	8.68(3)	D
Stock Option (right to buy)	(1)	08/31/2027	Common Stock	10,976(3)	9.42(3)	D

Explanation of Responses:

1. The option vests as to 25% of the shares on April 24, 2018 and vests as to an additional 2.083% of the shares per month thereafter until March 31, 2021.

2. In the event of successful completion of an initial public offering of the Issuer's common stock on or prior to April 24, 2018, the first 33% of the shares shall immediately vest.

3. Reflects the 1-for-3.214 reverse stock split of the Issuer's common stock effected on December 4, 2017 in connection with the Issuer's initial public offering, pursuant to which (i) the number of shares of common stock underlying the option was divided by 3.214 and (ii) the exercise price of the option was multiplied by 3.214.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Brian Keane, Attorney-in-fact	12/06/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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