ARCH Venture Fund VIII Overage Form 3 Twist Bioscience / ROBERT NELSEN 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^*

ARCH Venture Partners VIII, LLC

(Last) (First) (Middle)

8755 W. HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/30/2018

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

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 A Preferred Stock	(1)	(1)	Common Stock	1,182,645	(1)	I	By Arch Venture Fund VII, L.P.(2)(3)
Series B Preferred Stock	(1)	(1)	Common Stock	718,275	(1)	I	By Arch Venture Fund VII, L.P.(2)(3)
Series C Preferred Stock	(1)	(1)	Common Stock	266,776	(1)	I	By Arch Venture Fund VII, L.P.(2)(3)
Series D Preferred Stock	(1)	(1)	Common Stock	224,726	(1)	I	By Arch Venture Fund VII, L.P.(2)(3)
Series D Preferred Stock	(1)	(1)	Common Stock	894,146	(1)	I	By ARCH Venture Fund VIII Overage, L.P.(3)(4)

1. Name and Address of Reporting Person^*

ARCH Venture Partners VIII, LLC

(Last) (First) (Middle)

8755 W. HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NELSEN ROBERT

(Last) (First) (Middle)

C/O ARCH VENTURE PARTNERS

8755 W. HIGGINS RD, 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 W. 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)

C/O ARCH VENTURE PARTNERS VIII, LLC

8755 W. 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 W. 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 W. HIGGINS ROAD

SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BYBEE CLINTON

(Last) (First) (Middle)

C/O ARCH VENTURE PARTNERS VIII, LLC

8755 W. HIGGINS ROAD, SUITE 1025

(Street)

CHICAGO IL 60631

(City) (State) (Zip)

Explanation of Responses:

1. The Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock have no expiration date and automatically convert into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering.

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 managing directors of ARCH VII LLC and AVP GPLLC, 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. 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.

Remarks:

Exhibit 24.1: Power of Attorney. Not included as a joint filer to this Form 3 is Keith Crandell who is filing his own separate Form 3.

	/s/ ARCH Venture Partners VIII, LLC By: /s/ Mark McDonnell, as Attorney-in-Fact	10/30/2018
	/s/ Robert Nelsen, By: /s/ Mark McDonnell, as Attorney-in-Fact	10/30/2018
	/s/ ARCH Venture Fund VII, L.P. By: /s/ Mark McDonnell, as Attorney-in-Fact	10/30/2018
	/s/ ARCH Venture Fund VIII Overage, L.P. By: /s/ Mark McDonnell, as Attorney-in-Fact	10/30/2018
	/s/ ARCH Venture Partners VII, L.P. By: /s/ Mark McDonnell/s/ Mark McDonnell, as Attorney-in-Fact	10/30/2018
	/s/ ARCH Venture Partners VII, LLC By: /s/ Mark McDonnell, as Attorney-in-Fact	10/30/2018
	/s/ Clinton Bybee, By: /s/ Mark McDonnell, as Attorney-in-Fact	10/30/2018
	** Signature of Reporting Person	Date
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