Filing Details
- Accession Number:
- 0001209191-16-144551
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-10-04 17:47:36
- Reporting Period:
- 2016-05-13
- Filing Date:
- 2016-10-04
- Accepted Time:
- 2016-10-04 17:47:36
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1674930 | Fulgent Genetics Inc. | FLGT | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1302110 | Ming Hsieh | C/O Fulgent Genetics, Inc. 4978 Santa Anita Avenue Temple City CA 91780 | President And Ceo | Yes | Yes | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Issuer Common Stock | Acquisiton | 2016-05-13 | 1 | $0.00 | 1 | No | 4 | A | Direct | |
Issuer Common Stock | Acquisiton | 2016-09-30 | 5,444,944 | $0.00 | 5,444,944 | No | 4 | A | Direct | |
Issuer Common Stock | Acquisiton | 2016-09-30 | 1,315,789 | $0.00 | 1,315,789 | No | 4 | A | Indirect | By Annuity Trust |
Issuer Common Stock | Acquisiton | 2016-09-30 | 1,000,000 | $9.00 | 6,444,944 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | A | Direct | |
No | 4 | A | Direct | |
No | 4 | A | Indirect | By Annuity Trust |
No | 4 | P | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Predecessor Class D Voting Common Units | Predecessor Class D-1 Preferred Units | Disposition | 2016-05-13 | 4,618,421 | $1.17 | 4,618,421 | $0.00 |
Predecessor Class D Voting Common Units | Predecessor Class D-1 Preferred Units | Disposition | 2016-09-30 | 41,381,579 | $0.00 | 41,381,579 | $0.00 |
Predecessor Class D Voting Common Units | Predecessor Class D-1 Preferred Units | Disposition | 2016-09-30 | 10,000,000 | $0.00 | 10,000,000 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
41,381,579 | No | 4 | S | Direct | ||
0 | No | 4 | D | Direct | ||
0 | No | 4 | D | Indirect |
Reported Derivative Holdings
Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|---|---|---|---|
Predecessor Class D Voting Common Units | Predecessor Class D-1 Preferred Units | $0.00 | 0 | 10,000,000 | Indirect |
Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|
0 | 10,000,000 | Indirect |
Footnotes
- Prior to the Reorganization (as defined below), Mr. Hsieh was issued one share of the common stock of Fulgent Genetics, Inc. (the "Issuer") upon the Issuer's formation. In the Reorganization, such share was cancelled and extinguished without any conversion thereof and no payment was made with respect thereto. As a result, such share is not reflected as held or beneficially owned by Mr. Hsieh following the Reorganization.
- The securities were received in the Reorganization (as defined below) in exchange for the cancellation of 41,381,579 Class D-1 preferred units of Fulgent Therapeutics LLC (the "Predecessor" or "Fulgent LLC").
- The securities were received in the Reorganization (as defined below) in exchange for the cancellation of 10,000,000 of the Predecessor's Class D-1 preferred units.
- The securities are held of record by the Ming Hsieh Annuity Trust established May 4, 2016 (the "Annuity Trust"), over which Mr. Hsieh possesses sole voting and dispositive power as the sole trustee.
- Reflects securities of the Predecessor. Fulgent LLC is considered the predecessor of the Issuer following completion of a reorganization transaction pursuant to which the Predecessor became a wholly owned subsidiary of the Issuer (the "Reorganization"), which was completed on September 30, 2016 in connection with the Issuer's initial public offering and which is described in the Issuer's Registration Statement on Form S-1, as amended (File No. 333-213469). In the Reorganization, all of the Predecessor's Class D-1 preferred units were cancelled in exchange for shares of the Issuer's common stock at a ratio of 7.6-for-1.
- Reflects securities of the Predecessor sold or beneficially owned by Mr. Hsieh as of May 13, 2016.
- Prior to the Reorganization, the Predecessor's Class D-1 preferred units had no expiration date and were convertible into the Predecessor's Class D voting common units, on a one-for-one basis and for no additional consideration, at any time at the option of the holder and in connection with an initial public offering of the Predecessor or a successor thereof.
- The securities were disposed of and cancelled in the Reorganization in exchange for 5,444,944 shares of the Issuer's common stock.
- The securities were disposed of and cancelled in the Reorganization in exchange for 1,315,789 shares of the Issuer's common stock.