SC Us (TTGP) 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^*

SC US (TTGP), LTD.

(Last) (First) (Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/16/2020

3. Issuer Name and Ticker or Trading Symbol
Berkeley Lights, Inc. [ BLI ]

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 C Preferred Stock	(1)	(1)	Common Stock	4,550,239	(1)	I	Sequoia Capital U.S. Growth Fund VI, L.P(2)(3)
Series C Preferred Stock	(1)	(1)	Common Stock	227,918	(1)	I	Sequoia Capital U.S. Growth VI Principals Fund, L.P.(2)(3)
Series D Preferred Stock	(1)	(1)	Common Stock	514,443	(1)	I	Sequoia Capital U.S. Growth Fund VI, L.P(2)(3)
Series D Preferred Stock	(1)	(1)	Common Stock	5,616	(1)	I	Sequoia Capital U.S. Growth VI Principals Fund, L.P.(2)(3)
Series E Preferred Stock	(1)	(1)	Common Stock	331,774	(1)	I	Sequoia Capital U.S. Growth Fund VI, L.P(2)(3)
Series E Preferred Stock	(1)	(1)	Common Stock	3,622	(1)	I	Sequoia Capital U.S. Growth VI Principals Fund, L.P.(2)(3)

1. Name and Address of Reporting Person^*

SC US (TTGP), LTD.

(Last) (First) (Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SC U.S. Venture XV Management, L.P.

(Last) (First) (Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SC U.S. GROWTH VI MANAGEMENT, L.P.

(Last) (First) (Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL U.S. GROWTH FUND VI, L.P.

(Last) (First) (Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL U.S. GROWTH VI PRINCIPALS FUND, L.P.

(Last) (First) (Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Each share of Preferred Stock automatically converts on a one-for-one basis into Common stock at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock has no expiration date.

2. SC US (TTGP), Ltd. is the general partner of SC U.S. Venture XV Management, L.P., which is the general partner of Sequoia Capital U.S. Venture Fund XV, L.P., Sequoia Capital U.S. Venture Partners Fund XV, L.P., Sequoia Capital U.S. Venture Partners Fund XV (Q), L.P., and Sequoia Capital U.S. Venture XV Principals Fund, L.P. (collectively, the "SC XV Funds") and the general partner of SC U.S. Growth VI Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VI, L.P. and Sequoia Capital U.S. Growth VI Principals Fund, L.P. (collectively, the "SC US GF VI Funds").

3. (Continued form footnote 2) As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by the SC XV Funds and SC US GF VI Funds. Each of SC US (TTGP), Ltd., SC U.S. Venture XV Management, L.P., and SC U.S. Growth VI Management, L.P. disclaims beneficial ownership of the shares held by the SC XV Funds and SC US GF VI Funds, except to the extent of 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:

Filing 1 of 3. Due to the limitations of the electronic filing system Sequoia Capital U.S. Venture Fund XV, L.P., Sequoia Capital U.S. Venture Partners Fund XV, L.P., Sequoia Capital U.S. Venture Partners Fund XV (Q), L.P., and Sequoia Capital U.S. Venture XV Principals Fund, L.P., are filing a separate Form 3. Exhibit 24 - Power of Attorney.

	SC US (TTGP), Ltd., By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director	07/16/2020
	SC U.S. Venture XV Management, L.P., By: SC US (TTGP), Ltd., its general partner, By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director	07/16/2020
	SC U.S. Growth VI Management, L.P., By: SC U.S. Venture XV Management, L.P., its general partner, By: SC US (TTGP), Ltd., its general partner, By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director	07/16/2020
	Sequoia Capital U.S. Growth Fund VI, L.P., By: SC U.S. Growth VI Management, L.P., its general partner, By: SC U.S. Venture XV Management, L.P., its general partner, By: SC US (TTGP), Ltd., its general partner, By: /s/ Jung Yeon Son, by power of attorney	07/16/2020
	Sequoia Capital U.S. Growth VI Principals Fund, L.P., By: SC U.S. Growth VI Management, L.P., its general partner, By: SC U.S. Venture XV Management, L.P., its general partner, By: SC US (TTGP), Ltd., its general partner, By: /s/ Jung Yeon Son, by power o	07/16/2020
	** Signature of Reporting Person	Date
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