Gibson Daniel Patrick Form 4 IMPINJ / Daniel Patrick Gibson 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^*

Gibson Daniel Patrick

(Last) (First) (Middle)

20/F, 28 HENNESSY ROAD

(Street)

WAN CHAI K3

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IMPINJ INC [ PI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2022

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

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

X	Form filed by One Reporting Person
	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	06/09/2022		M		870	A	$0.00	11,884	D
Common Stock	06/09/2022		M		943	A	$0.00	12,827	D
Restricted Stock Units								3,397,337	I	Control person of managed fund(1)

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
Restricted Stock Units	$0.00(2)	06/09/2022		M			870	(3)	(3)	Common Stock	870	$0.00	0	D
Restricted Stock Units	$0.00(2)	06/09/2022		A		943		(4)	(4)	Common Stock	943	$0.00	943	D
Restricted Stock Units	$0.00(2)	06/09/2022		M			943	(4)	(4)	Common Stock	943	$0.00	0	D
Restricted Stock Units	$0.00(2)	06/09/2022		A		3,529		(5)	(5)	Common Stock	3,529	$0.00	3,529	D

Explanation of Responses:

1. Sylebra Capital Limited ("SCL"), formally known as Sylebra HK Company Limited, may be deemed to beneficially own the Shares by virtue of its position as the investment manager to Sylebra Capital Partners Master Fund Limited and other advisory clients (together "SCPMF") in relation to the direct holders of the shares. Mr. Gibson owns 100% of the shares of SCL. In such capacities, SCL and Mr. Gibson may be deemed to have voting and dispositive power over the Shares held for the SCPMF.

2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Impinj common stock.

3. On June 10, 2021, the reporting person was granted 870 RSUs. These RSUs fully vested on June 9, 2022.

4. On June 9, 2022, the reporting person was granted 943 RSUs. These RSUs fully vested on June 9, 2022.

5. The restricted stock units will fully vest on the earlier of June 9, 2023 or the date of the 2023 annual meeting of stockholders.

Remarks:

	/s/ Yukio Morikubo, Attorney in fact for Daniel Patrick Gibson	06/13/2022
	** 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.