Decheng Capital Management III Form 3 Cue Health / Xiangmin Cui 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^*

Decheng Capital China Life Sciences USD Fund III, L.P.

(Last) (First) (Middle)

UGLAND HOUSE, PO BOX 309

(Street)

GRAND CAYMAN E9 KY1-1104

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/23/2021

3. Issuer Name and Ticker or Trading Symbol
Cue Health Inc. [ HLTH ]

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-1 Preferred Stock	(1)	(1)	Common Stock	8,192,468	(1)	D(2)

1. Name and Address of Reporting Person^*

Decheng Capital China Life Sciences USD Fund III, L.P.

(Last) (First) (Middle)

UGLAND HOUSE, PO BOX 309

(Street)

GRAND CAYMAN E9 KY1-1104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Decheng Capital Management III (Cayman), LLC

(Last) (First) (Middle)

UGLAND HOUSE, PO BOX 309

(Street)

GRAND CAYMAN E9 KY1-1104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Cui Xiangmin

(Last) (First) (Middle)

UGLAND HOUSE, PO BOX 309

(Street)

GRAND CAYMAN E9 KY1-1104

(City) (State) (Zip)

Explanation of Responses:

1. The shares are held directly by Decheng Capital China Life Sciences USD Fund III, L.P. (the "Fund"). Decheng Capital Management III (Cayman), LLC (the "GP") is the general partner of the Fund. Xiangmin Cui is the manager of the GP. Each of the Fund, the GP and Dr. Cui may be deemed to beneficially own the securities held by the Fund. Each of the Fund, the GP and Dr. Cui disclaim beneficial ownership of these securities, except to the extent of their respective pecuniary interests therein.

2. The Series C-1 Preferred Stock automatically converts into the number of shares of Common Stock as shown in Column 3 without payment of further consideration at the holder's election or upon closing of the initial public offering of the Issuer's common stock. The shares have no expiration date.

	DECHENG CAPITAL CHINA LIFE SCIENCES USD FUND III, L.P. By: DECHENG CAPITAL MANAGEMENT III (CAYMAN), LLC, General Partner, By: /s/ Xiangmin Cui, Manager	09/23/2021
	DECHENG CAPITAL MANAGEMENT III (CAYMAN), LLC By: /s/ Xiangmin Cui, Manager	09/23/2021
	By: /s/ Xiangmin Cui	09/23/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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