Filing Details
- Accession Number:
- 0000898432-20-000106
- Form Type:
- 13G Filing
- Publication Date:
- 2020-02-12 15:29:31
- Filed By:
- Bill & Melinda Gates Foundation
- Company:
- Atreca Inc. (NASDAQ:BCEL)
- Filing Date:
- 2020-02-12
- SEC Url:
- 13G Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Bill Melinda Gates Foundation | 0 | 1,396,644 | 0 | 1,396,644 | 1,396,644 | 6.3% |
| William H. Gates III | 0 | 1,396,644 | 0 | 1,396,644 | 1,396,644 | 6.3% |
| Melinda French Gates | 0 | 1,396,644 | 0 | 1,396,644 | 1,396,644 | 6.3% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
(Amendment No. )*
Atreca, Inc.
(Name of Issuer)
Class A Common Stock, $0.0001 par value per share
(Title of Class of Securities)
04965G109
(CUSIP Number)
December 31, 2019
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| □ | Rule 13d-1(b) |
| □ | Rule 13d-1(c) |
| ⌧ | Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 04965G109 |
| | 1. | Names of Reporting Persons Bill & Melinda Gates Foundation | |||
| | |||||
| | 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |||
| | | (a) | □ | ||
| | | (b) | □ | ||
| | |||||
| | 3. | SEC Use Only | |||
| | |||||
| | 4. | Citizenship or Place of Organization State of Washington | |||
| | | | |||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power -0- | |||
| | |||||
| 6. | Shared Voting Power 1,396,644(1) | ||||
| | |||||
| 7. | Sole Dispositive Power -0- | ||||
| | |||||
| 8. | Shared Dispositive Power 1,396,644(1) | ||||
| | |||||
| | 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,396,644(1) | |||
| | |||||
| | 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) □ | |||
| | |||||
| | 11. | Percent of Class Represented by Amount in Row (9) 6.3%(2) | |||
| | |||||
| | 12. | Type of Reporting Person (See Instructions) OO | |||
| (1) | For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all shares of Class A Common Stock (the “Class A Common Stock”) of Atreca, Inc. (the “Issuer”) beneficially owned by the Bill & Melinda Gates
Foundation (the “Foundation”) may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Foundation. |
| (2) | Based on 22,026,588 shares of Class A Common Stock outstanding, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 12, 2019. |
| CUSIP No. 04965G109 |
| | 1. | Names of Reporting Persons William H. Gates III | |||
| | 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |||
| | | (a) | □ | ||
| | | (b) | □ | ||
| | 3. | SEC Use Only | |||
| | 4. | Citizenship or Place of Organization United States of America | |||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power -0- | |||
| 6. | Shared Voting Power 1,396,644 (1) | ||||
| 7. | Sole Dispositive Power -0- | ||||
| 8. | Shared Dispositive Power 1,396,644 (1) | ||||
| | 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,396,644 (1) | |||
| | 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) □ | |||
| | 11. | Percent of Class Represented by Amount in Row (9) 6.3%(2) | |||
| | 12. | Type of Reporting Person (See Instructions) IN | |||
| (1) | Bill & Melinda Gates Foundation (the “Foundation”) beneficially owns 1,396,644 shares of Class A Common Stock (the “Class A Common Stock”) of Atreca, Inc. (the “Issuer”). For purposes of Rule 13d-3 under the Securities
Exchange Act of 1934, as amended, all shares of Class A Common Stock beneficially owned by the Foundation may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Foundation. |
| (2) | Based on 22,026,588 shares of Class A Common Stock outstanding, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 12, 2019. |
| CUSIP No. 04965G109 |
| | 1. | Names of Reporting Persons Melinda French Gates | |||
| | 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |||
| | | (a) | □ | ||
| | | (b) | □ | ||
| | 3. | SEC Use Only | |||
| | 4. | Citizenship or Place of Organization United States of America | |||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power -0- | |||
| 6. | Shared Voting Power 1,396,644(1) | ||||
| 7. | Sole Dispositive Power -0- | ||||
| 8. | Shared Dispositive Power 1,396,644(1) | ||||
| | 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,396,644(1) | |||
| | 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) □ | |||
| | 11. | Percent of Class Represented by Amount in Row (9) 6.3%(2) | |||
| | 12. | Type of Reporting Person (See Instructions) IN | |||
| (1) | Bill & Melinda Gates Foundation (the “Foundation”) beneficially owns 1,396,644 shares of Class A Common Stock (the “Class A Common Stock”) of Atreca, Inc. (the “Issuer”). For purposes of Rule 13d-3 under the Securities
Exchange Act of 1934, as amended, all shares of Class A Common Stock beneficially owned by the Foundation may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Foundation. |
| (2) | Based on 22,026,588 shares of Class A Common Stock outstanding, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 12, 2019. |
| Item 1. | |||||||
| | (a) | Name of Issuer: Atreca, Inc. (the “Issuer”) | |||||
| | (b) | Address of Issuer’s Principal Executive Offices: 500 Saginaw Drive, Redwood City, CA 94063 | |||||
| Item 2. | |||||||
| | (a) | Name of Person Filing: Bill & Melinda Gates Foundation (the “Foundation”), Melinda French Gates, and William H. Gates III (together, the “Reporting Persons”)(1) | |||||
| | (b) | Address of Principal Business Office or, if none, Residence: Foundation – 500 Fifth Avenue North, Seattle, Washington 98109 Mr. Gates – One Microsoft Way, Redmond, Washington 98052 Mrs. Gates – 500 Fifth Avenue North, Seattle, Washington 98109 | |||||
| | (c) | Citizenship: The Foundation is a charitable trust organized under the laws of the State of Washington. Mr. and Mrs. Gates are citizens of the United States of America. | |||||
| | (d) | Title of Class of Securities: Class A Common Stock, $0.0001 par value per share | |||||
| | (e) | CUSIP Number: 04965G109 | |||||
| | | ||||||
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: | ||||||
| | Not Applicable. | ||||||
| | |||||||
| Item 4. | Ownership. | ||||||
| | Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. | ||||||
| | (a) | Amount beneficially owned: See the responses to Item 9 on the attached cover pages. | |||||
| | (b) | Percent of class: See the responses to Item 11 on the attached cover pages. | |||||
| | (c) | Number of shares as to which the person has: | |||||
| | | (i) | Sole power to vote or to direct the vote See the responses to Item 5 on the attached cover pages. | ||||
| | | (ii) | Shared power to vote or to direct the vote See the responses to Item 6 on the attached cover pages. | ||||
| | | (iii) | Sole power to dispose or to direct the disposition of See the responses to Item 7 on the attached cover pages. | ||||
| (iv) | Shared power to dispose or to direct the disposition of See the responses to Item 8 on the attached cover pages. | ||||||
(1) Neither the present filing nor anything contained herein shall be construed as an admission that the Reporting Persons constitute a “group” for any purpose and each expressly disclaims membership
in a group.
| Item 5. | Ownership of Five Percent or Less of a Class. |
| | If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities,
check the following □. |
| | |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
| | Not Applicable. |
| | |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| | Not Applicable. |
| | |
| Item 8. | Identification and Classification of Members of the Group. |
| | Not Applicable. |
| | |
| Item 9. | Notice of Dissolution of Group. |
| | Not Applicable. |
| | |
| Item 10. | Certification. |
| Not Applicable. | |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Date: February 5, 2020 | BILL & MELINDA GATES FOUNDATION | |||
| | | |||
| | By: | /s/ Connie Collingsworth
| ||
| | | Name: | Connie Collingsworth | |
| | | Title: | Chief Operating Officer and Chief Legal Officer | |
| WILLIAM H. GATES III | ||||
| | By: | * | ||
| | | Name: | Connie Collingsworth (1) | |
| | | Title: | Attorney-in-fact | |
| | MELINDA FRENCH GATES | |||
| | By: | * | ||
| | | Name: | Connie Collingsworth (1) | |
| | | Title: | Attorney-in-fact | |
| *By: | /s/ Connie Collingsworth | |||
| Connie Collingsworth | ||||
| | | | ||
(1) Duly
authorized under Special Power of Attorney appointing Connie Collingsworth attorney-in-fact, dated February 7, 2018, by and on behalf of William H. Gates III and Melinda French Gates as Co-Trustees, and filed as Exhibit 99.1 to the Bill &
Melinda Gates Foundation’s Schedule 13G with respect to Arsanis, Inc. on February 13, 2018, SEC File No. 005-90199, and incorporated by reference herein.
JOINT FILING AGREEMENT
We, the signatories of the statement to which this Joint Filing Agreement is attached, hereby agree that such statement is filed, and any amendments thereto filed by any or all of us, will be filed,
on behalf of each of us.
| Date: February 5, 2020 | BILL & MELINDA GATES FOUNDATION | |||
| | | |||
| | By: | /s/ Connie Collingsworth
| ||
| | | Name: | Connie Collingsworth | |
| | | Title: | Chief Operating Officer and Chief Legal Officer | |
| WILLIAM H. GATES III | ||||
| | By: | * | ||
| | | Name: | Connie Collingsworth(1) | |
| | | Title: | Attorney-in-fact | |
| | MELINDA FRENCH GATES | |||
| | By: | * | ||
| | | Name: | Connie Collingsworth (1) | |
| | | Title: | Attorney-in-fact | |
| *By: | /s/ Connie Collingsworth | |||
| Connie Collingsworth | ||||
| | | | ||
(1) Duly
authorized under Special Power of Attorney appointing Connie Collingsworth attorney-in-fact, dated February 7, 2018, by and on behalf of William H. Gates III and Melinda French Gates as Co-Trustees, and filed as Exhibit 99.1 to the Bill &
Melinda Gates Foundation’s Schedule 13G with respect to Arsanis, Inc. on February 13, 2018, SEC File No. 005-90199, and incorporated by reference herein.