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Filing Details

Accession Number:: 0001213900-19-014212
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-07-31 17:00:57
Reporting Period:: 2019-07-29

Accepted Time:: 2019-07-31 17:00:57
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1639225	Livongo Health Inc.	LVGO	Services-Misc Health & Allied Services, Nec (8090)	263542036

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1766574	(Publ) Ab Kinnevik	Skeppsbron 18, P.o. Box 2094 Stockholm V7 SE-103 13		No	No	Yes	No
1783168	Ab Online Kinnevik	Skeppsbron 18, P.o. Box 2094 Stockholm V7 SE-103 13		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $0.001 Par Value Per Share	Acquisiton	2019-07-29	18,771	$0.00	1,699,974	No	4	C	Indirect	See footnote
Common Stock, $0.001 Par Value Per Share	Acquisiton	2019-07-29	11,268	$0.00	1,711,242	No	4	C	Indirect	See footnote
Common Stock, $0.001 Par Value Per Share	Acquisiton	2019-07-29	2,816,790	$0.00	4,528,032	No	4	C	Indirect	See footnote
Common Stock, $0.001 Par Value Per Share	Acquisiton	2019-07-29	4,984,100	$0.00	9,512,132	No	4	C	Indirect	See footnote
Common Stock, $0.001 Par Value Per Share	Acquisiton	2019-07-29	2,991,795	$28.00	12,503,927	No	4	P	Indirect	See footnote
Common Stock, $0.001 Par Value Per Share	Acquisiton	2019-07-29	150,000	$28.00	12,653,927	No	4	P	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	P	Indirect	See footnote
No	4	P	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, $0.001 Par Value Per Share	Series A convertible preferred stock	Disposition	2019-07-29	18,771	$0.00	18,771	$0.00
Common Stock, $0.001 Par Value Per Share	Series C convertible preferred stock	Disposition	2019-07-29	11,268	$0.00	11,268	$0.00
Common Stock, $0.001 Par Value Per Share	Series D convertible preferred stock	Disposition	2019-07-29	2,816,790	$0.00	2,816,790	$0.00
Common Stock, $0.001 Par Value Per Share	Series E convertible preferred stock	Disposition	2019-07-29	4,984,100	$0.00	4,984,100	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

Each share of Series A convertible preferred stock automatically converted into the Issuer's common stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering (the "IPO"), which closed on July 29, 2019, for no additional consideration. The shares had no expiration date.
The shares of common stock are directly beneficially owned by Kinnevik Online AB ("Kinnevik Online"). Kinnevik AB (publ), as the sole shareholder of Kinnevik Online, may be deemed to have shared voting and dispositive power, and therefore, beneficial ownership, over the shares of common stock owned directly by Kinnevik Online.
Each share of Series C convertible preferred stock automatically converted into the Issuer's common stock on a 1:1 basis immediately prior to the closing of the Issuer's IPO, which closed on July 29, 2019, for no additional consideration. The shares had no expiration date.
Each share of Series D convertible preferred stock automatically converted into the Issuer's common stock on a 1:1 basis immediately prior to the closing of the Issuer's IPO, which closed on July 29, 2019, for no additional consideration. The shares had no expiration date.
Each share of Series E convertible preferred stock automatically converted into the Issuer's common stock on a 1:1 basis immediately prior to the closing of the Issuer's IPO, which closed on July 29, 2019, for no additional consideration. The shares had no expiration date.
The shares of Series A convertible preferred stock, Series C convertible preferred stock, Series D convertible preferred stock and Series E convertible preferred stock (collectively, the "Preferred Stock") were directly beneficially owned by Kinnevik Online. Kinnevik AB (publ), as the sole shareholder of Kinnevik Online, was deemed to have shared voting and dispositive power, and therefore, beneficial ownership, over the shares of Preferred Stock owned directly by Kinnevik Online.
Concurrently with the IPO, on July 29, 2019, pursuant to a stock transfer agreement with Merck Global Health Innovation Fund, LLC ("Merck") and other parties thereto, dated July 15, 2019, Kinnevik Online purchased from Merck 2,991,795 shares of common stock in a secondary private placement at the IPO price of $28.00 per share.
In connection with the Issuer's IPO, on July 29, 2019, Kinnevik Online purchased an aggregate of 150,000 shares of common stock at the IPO price of $28.00 per share.