4//SEC Filing
Fallon Marie E. 4
Accession 0001127602-23-008805
CIK 0001830214other
Filed
Mar 2, 7:00 PM ET
Accepted
Mar 3, 5:15 PM ET
Size
13.8 KB
Accession
0001127602-23-008805
Insider Transaction Report
Form 4
Fallon Marie E.
Chief Accounting Officer
Transactions
- Exercise/Conversion
Class A Common Stock
2023-03-01+13,683→ 171,353 total - Exercise/Conversion
Class A Common Stock
2023-03-01+307→ 171,660 total - Sale
Class A Common Stock
2023-03-02$1.33/sh−7,326$9,736→ 164,334 total - Exercise/Conversion
Restricted Stock Units
2023-03-01−13,683→ 385,012 total→ Class A Common Stock (13,683 underlying) - Exercise/Conversion
Class B Common Stock
2023-03-01−307→ 51,226 total→ Class A Common Stock (307 underlying)
Footnotes (5)
- [F1]Represents restricted stock units (the "RSUs") granted prior to the business combination of Soaring Eagle Acquisition Corp. and Ginkgo Bioworks, Inc. in September 2021 (the "Merger"), which became contingent rights to acquire equity securities of the Issuer upon consummation of the Merger. At the time of grant, the RSUs were subject to both a service-based vesting condition and a performance-based vesting condition. On November 17, 2021, the board of directors of the Issuer modified the vesting terms of RSUs, such that the Merger was deemed to have satisfied the performance condition for vesting effective as of March 15, 2022. The service-based vesting condition with respect to 13,683 of the RSUs was satisfied on March 1, 2023, and the Issuer elected to deliver one share of Class A Common Stock to the Reporting Person for each such RSU. Such shares of Class A Common Stock may be exchanged for shares of Class B Common Stock at the option of the Reporting Person.
- [F2]Represents the conversion of shares of Class B Common Stock to shares of Class A Common Stock.
- [F3]Shares of the Class B Common Stock may be converted into shares of Class A Common Stock, on a one-to-one basis, at the option of the holder at any time and have no expiration date.
- [F4]Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. Sales to cover tax withholding obligations in connection with the vesting of such securities do not represent discretionary trades by the Reporting Person. The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction.
- [F5]Includes shares of Class B Common Stock that are subject to vesting conditions.
Documents
Issuer
Ginkgo Bioworks Holdings, Inc.
CIK 0001830214
Entity typeother
Related Parties
1- filerCIK 0001883686
Filing Metadata
- Form type
- 4
- Filed
- Mar 2, 7:00 PM ET
- Accepted
- Mar 3, 5:15 PM ET
- Size
- 13.8 KB