Guardant Health (GH) Form 3 Initial statement of insider ownership

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^*

TLS Beta Pte. Ltd.

(Last) (First) (Middle)

60B ORCHARD ROAD #06-18

TOWER 2 THE ATRIUM@ORCHARD

(Street)

SINGAPORE 238891

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/03/2018

3. Issuer Name and Ticker or Trading Symbol
Guardant Health, Inc. [ GH ]

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

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

5. 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 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
SERIES D PREFERRED STOCK	(1)	(1)	COMMON STOCK	1,016,995	(1)	I	By TLS Beta Pte. Ltd.(2)
SERIES E PREFERRED STOCK	(1)	(1)	COMMON STOCK	596,012	(1)	I	By TLS Beta Pte. Ltd.(2)

1. Name and Address of Reporting Person^*

TLS Beta Pte. Ltd.

(Last) (First) (Middle)

60B ORCHARD ROAD #06-18

TOWER 2 THE ATRIUM@ORCHARD

(Street)

SINGAPORE 238891

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Temasek Life Sciences Private Ltd

(Last) (First) (Middle)

60B ORCHARD ROAD #06-18

TOWER 2, THE ATRIUM@ORCHARD

(Street)

SINGAPORE 238891

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Fullerton Management Pte Ltd

(Last) (First) (Middle)

60B ORCHARD ROAD #06-18

TOWER 2, THE ATRIUM@ORCHARD

(Street)

SINGAPORE 238891

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Temasek Holdings (Private) Ltd

(Last) (First) (Middle)

60B ORCHARD ROAD #06-18

TOWER 2, THE ATRIUM@ORCHARD

(Street)

SINGAPORE 238891

(City) (State) (Zip)

Explanation of Responses:

1. The shares of the Issuer's Series D and Series E Preferred Stock (collectively, the "Preferred Stock) are convertible, at the option of the holder, into shares of Common Stock at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Issuer's Amended and Restated Certificate of Incorporation (as amended, the "Certificate of Incorporation")). The shares of Preferred Stock will automatically convert into shares of the Issuer's Common Stock, for no additional consideration, at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Certificate of Incorporation) immediately prior to the consummation of the Issuer's initial public offering, and have no expiration date.

2. The shares are directly held by TLS Beta Pte. Ltd., which is a direct wholly-owned subsidiary of Temasek Life Sciences Private Limited. Temasek Life Sciences Private Limited is a direct wholly-owned subsidiary of Fullerton Management Pte Ltd, or FMPL, which in turn is a direct wholly-owned subsidiary of Temasek Holdings (Private) Limited. Temasek Life Sciences Private Limited, FMPL and Temasek Holdings (Private) Limited may therefore be deemed to have or share beneficial ownership of the securities held by TLS Beta Pte. Ltd. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Remarks:

	TLS Beta Pte Ltd., /s/Christina Choo Soo Shen, Director	10/03/2018
	Temasek life Sciences Private Limited, /s/Lim Siew Lee Sherlyn, Director	10/03/2018
	Fullerton Management Pte. Ltd., /s/Cheong Kok Tim, Director	10/03/2018
	Temasek Holdings (Private) Limited, /s/Christina Choo Soo Shen, Authorized signatory	10/03/2018
	** Signature of Reporting Person	Date
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