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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
STANDARD BIOTOOLS INC. [ LAB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/05/2024 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 01/05/2024 | A | 9,006(1) | A | $0 | 225,518 | D | |||
Common Stock | 04/04/2024 | M | 196,512 | A | $0 | 422,030 | D | |||
Common Stock | 04/05/2024 | A | 212,126(2) | A | $0 | 634,156 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Restricted Stock Units | (3) | 04/04/2024 | M | 196,512 | (4) | (4) | Common Stock | 196,512 | $0 | 393,025 | D |
Explanation of Responses: |
1. Received in exchange for 8,114 shares of common stock of SomaLogic, Inc. ("SomaLogic") pursuant to the Agreement and Plan of Merger, dated October 4, 2023, by and among Standard BioTools Inc. (the "Issuer"), Martis Merger Sub, Inc. and SomaLogic (the "Merger"). Per the terms of the Merger, each share of SomaLogic common stock was converted into the right to receive 1.11 shares of the Issuer's common stock at the effective time of the Merger. |
2. On April 11, 2023, the Reporting Person was granted a target amount of 231,579 performance-based restricted stock units ("RSUs") under the Issuer's 2011 Equity Incentive Plan, as amended. Each RSU represent the right, upon achievement of certain pre-established performance criteria, to receive one share of the Issuer's common stock, subject to vesting conditions. On April 5, 2024, the Board of Directors of the Issuer determined that certain of the RSU performance-based conditions were met resulting in the vesting of 212,126 RSUs as of March 31, 2024. |
3. Each RSU represents the contingent right to receive one share of the Issuer's common stock. |
4. On April 4, 2022, the Reporting Person was granted 786,049 RSUs, vesting in four equal annual installments beginning on April 4, 2023. |
/s/ Michael Egholm by Agnieszka Gallagher, Attorney-in-Fact | 04/05/2024 | |
** 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 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |