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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/07/2021 | 3. Issuer Name and Ticker or Trading Symbol IsoPlexis Corp [ ISO ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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) |
Common Stock | 799,200 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
Stock Option (right to buy) | (1) | 10/31/2025 | Common Stock | 40,000(1) | 0.2788 | D | |
Stock Option (right to buy) | (2) | 10/31/2025 | Common Stock | 80,000(2) | 0.2788 | D | |
Stock Option (right to buy) | (3) | 10/19/2026 | Common Stock | 52,000(3) | 0.44 | D | |
Stock Option (right to buy) | (4) | 10/04/2027 | Common Stock | 14,000(4) | 0.7263 | D | |
Stock Option (right to buy) | (5) | 10/04/2027 | Common Stock | 14,000(5) | 0.7263 | D | |
Stock Option (right to buy) | (6) | 10/04/2027 | Common Stock | 112,000(6) | 0.7263 | D | |
Stock Option (right to buy) | (7) | 01/15/2028 | Common Stock | 24,000(7) | 0.7263 | D | |
Stock Option (right to buy) | (8) | 02/11/2028 | Common Stock | 48,000(8) | 0.7263 | D | |
Stock Option (right to buy) | (9) | 06/28/2028 | Common Stock | 52,000(9) | 0.7263 | D | |
Stock Option (right to buy) | (10) | 09/26/2028 | Common Stock | 40,000(10) | 0.7263 | D | |
Stock Option (right to buy) | (11) | 12/13/2028 | Common Stock | 96,000(11) | 0.9625 | D | |
Stock Option (right to buy) | (12) | 04/14/2030 | Common Stock | 680,000(12) | 1.0275 | D | |
Stock Option (right to buy) | (13) | 06/07/2031 | Common Stock | 744,000(13) | 4.81 | D |
Explanation of Responses: |
1. Represents 40,000 time-vesting options. Time-vesting options are subject to a four-year time-based vesting schedule, with 25% vested on August 31, 2019 and the remainder vesting in 36 equal installments every month thereafter. |
2. Represents 80,000 time-vesting options. Time-vesting options were subject to a four-year time-based vesting schedule, with 25% vested on May 25, 2017 and the remainder vested in 36 equal installments every month thereafter. |
3. Represents 52,000 time-vesting options. Time-vesting options were subject to a four-year time-based vesting schedule, with 25% vested on October 20, 2017 and the remainder vested in 36 equal installments every month thereafter. |
4. Represents 14,000 performance-vesting options. Performance-vesting options are subject to vesting based upon the achievement of a 2018 revenue target, which was achieved, and a four-year time-based vesting schedule, with 25% vested on December 26, 2019 and the remainder vesting in 36 equal installments every month thereafter. |
5. Represents 14,000 performance-vesting options. Performance-vesting options are subject to vesting based upon the achievement of specified sales goals that remain outstanding and a four-year time-based vesting schedule, with 25% vesting on the first anniversary of the date the specified sales goals are achieved and the remainder vesting in 36 equal installments every month thereafter. |
6. Represents 112,000 time-vesting options. Time-vesting options are subject to a four-year time-based vesting schedule, with 25% vested on October 5, 2018 and the remainder vesting in 36 equal installments every month thereafter. |
7. Represents 24,000 time-vesting options. Time-vesting options are subject to a four-year time-based vesting schedule, with 25% vested on January 16, 2019 and the remainder vesting in 36 equal installments every month thereafter. |
8. Represents 48,000 time-vesting options. Time-vesting options were subject to a four-year time-based vesting schedule, with 25% vested on August 1, 2018 and the remainder vested in 36 equal installments every month thereafter. |
9. Represents 52,000 time-vesting options. Time-vesting options are subject to a four-year time-based vesting schedule, with 25% vested on June 29, 2019 and the remainder vesting in 36 equal installments every month thereafter. |
10. Represents 40,000 time-vesting options. Time-vesting options are subject to a four-year time-based vesting schedule, with 25% vested on September 27, 2019 and the remainder vesting in 36 equal installments every month thereafter. |
11. Represents 96,000 time-vesting options. Time-vesting options are subject to a four-year time-based vesting schedule, with 25% vested on December 5, 2019 and the remainder vesting in 36 equal installments every month thereafter. |
12. Represents 680,000 performance-vesting options. Performance-vesting options were subject to vesting based upon the achievement of certain 2020 revenue targets. On December 15, 2020, the board of directors of IsoPlexis Corporation fully accelerated the performance-vesting options such that such options became exercisable as of such date. |
13. Represents 744,000 time-vesting options. Time-vesting options are subject to a four-year time-based vesting schedule, with 25% vesting on June 8, 2022 and the remainder vesting in 36 equal installments every month thereafter. |
Remarks: |
Exhibit 24 - Power of Attorney |
/s/ Shane Sevier, attorney-in-fact for Sean Mackay | 10/07/2021 | |
** 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 5 (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. |