Arch Venture Fund VII Form 4 Twist Bioscience / CLINTON BYBEE 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^*

ARCH Venture Partners VIII, LLC

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Twist Bioscience Corp [ TWST ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/02/2018

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

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

	Form filed by One Reporting Person
X	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
Common Stock	11/02/2018		C		1,182,645	A	(1)	1,182,645	I	See footnote(2)(3)
Common Stock	11/02/2018		C		718,275	A	(1)	1,900,920	I	See footnote(2)(3)
Common Stock	11/02/2018		C		266,776	A	(1)	2,167,696	I	See footnote(2)(3)
Common Stock	11/02/2018		C		224,726	A	(1)	2,392,422	I	See footnote(2)(3)
Common Stock	11/02/2018		P		15,000(4)	A	$14	2,407,422	I	See footnote(2)(3)
Common Stock	11/02/2018		C		894,146	A	(1)	894,146	I	See footnote(5)(3)
Common Stock	11/02/2018		P		60,000(4)	A	$14	954,146	I	See footnote(5)(3)

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
Series A Preferred Stock	(1)	11/02/2018		C			1,182,645	(1)	(6)	Common Stock	1,182,645	(1)	0	I	See footnote(2)(3)
Series B Preferred Stock	(1)	11/02/2018		C			718,275	(1)	(6)	Common Stock	718,275	(1)	0	I	See footnote(2)(3)
Series C Preferred Stock	(1)	11/02/2018		C			266,776	(1)	(6)	Common Stock	266,776	(1)	0	I	See footnote(2)(3)
Series D Preferred Stock	(1)	11/02/2018		C			224,726	(1)	(6)	Common Stock	224,726	(1)	0	I	See footnote(2)(3)
Series D Preferred Stock	(1)	11/02/2018		C			894,146	(1)	(6)	Common Stock	894,146	(1)	0	I	See footnote(5)(3)

1. Name and Address of Reporting Person^*

ARCH Venture Partners VIII, LLC

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ARCH Venture Fund VII, L.P.

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ARCH Venture Fund VIII Overage, L.P.

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ARCH Venture Partners VII, L.P.

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ARCH Venture Partners VII, LLC

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BYBEE CLINTON

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NELSEN ROBERT

(Last) (First) (Middle)

8755 WEST HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

Explanation of Responses:

1. Upon closing of the Issuer's initial public offering, each share of preferred stock was automatically converted into one share of the Issuer's common stock, for no additional consideration, on a 1:1 basis.

2. The shares are directly held by ARCH Venture Fund VII, L.P. ("ARCH Fund VII"). The sole general partner of ARCH Fund VII is ARCH Venture Partners VII, L.P. ("ARCH Partners VII"), which may be deemed to be the beneficial owner of the shares held by ARCH Fund VII. The sole general partner of ARCH Partners VII is ARCH Venture Partners VII, LLC ("ARCH VII LLC"), which may be deemed to be the beneficial owner of the shares held by ARCH Fund VII. ARCH Partners VII and ARCH VII LLC disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

3. Clinton Bybee and Robert Nelsen are the managing directors of ARCH VII LLC and ARCH VIII LLC, and they may be deemed to beneficially own the shares held by ARCH Fund VII and ARCH Overage. Messrs. Bybee and Nelsen disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

4. Reflects shares purchased in the Issuer's initial public offering.

5. The shares are directly held by ARCH Venture Fund VIII Overage, L.P. ("ARCH Overage"). The sole general partner of ARCH Overage is ARCH Venture Partners VIII, LLC ("AVP GPLLC"), which may be deemed to be the beneficial owner of the shares held by ARCH Overage. AVP GPLLC disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

6. The expiration date is not relevant to the conversion of these securities.

Remarks:

	/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VII, LLC, General Partner of ARCH Venture Partners VII, L.P., General Partner of ARCH Venture Fund VII, L.P.	11/06/2018
	/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VIII, LLC, General Partner of ARCH Venture Fund VIII Overage, L.P.	11/06/2018
	/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VII, LLC, General Partner of ARCH Venture Partners VII, L.P.	11/06/2018
	/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VII, LLC	11/06/2018
	/s/ Mark McDonnell, Attorney-in-Fact for Keith Crandell, Managing Director of ARCH Venture Partners VIII, LLC	11/06/2018
	/s/ Mark McDonnell, Attorney-in-Fact for Clinton Bybee	11/06/2018
	/s/ Mark McDonnell, Attorney-in-Fact for Robert Nelsen	11/06/2018
	** Signature of Reporting Person	Date
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