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Filing Details

Accession Number:: 0001140361-19-013900
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-07-31 17:57:31
Reporting Period:: 2019-07-29

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

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1447362	Castle Biosciences Inc	CSTL	Services-Medical Laboratories (8071)	770701744

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1572764	Mgc Venture Partners 2013, L.p.	C/O Mountain Group Capital, Llc 3835 Cleghorn Ave., Suite 300 Nashville TN 37215	No	No	No	No
1745133	Mgc Venture Partners 2018, L.p.	C/O Mountain Group Capital, Llc 3835 Cleghorn Ave., Ste. 300 Nashville TN 37215	No	No	No	No
1749814	Mgc Venture Partners Qp 2018, L.p.	C/O Mountain Group Capital, Llc 3835 Cleghorn Ave., Ste. 300 Nashville TN 37215	No	No	No	No
1783291	Mgc Venture Partners 2018 Gp, Llc	C/O Mountain Group Capital, Llc 3835 Cleghorn Ave., Suite 300 Nashville TN 37215	No	No	No	No
1783292	Mgc Venture Partners 2013 Gp, Llc	C/O Mountain Group Capital, Llc 3835 Cleghorn Ave., Suite 300 Nashville TN 37215	No	No	No	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	Acquisiton	2019-07-29	1,336,927	$0.00	1,336,927	No	4	C	Indirect	See footnotes
Common Stock	Acquisiton	2019-07-29	97,428	$12.80	1,434,355	No	4	C	Indirect	See footnotes
Common Stock	Acquisiton	2019-07-29	62,500	$16.00	1,496,855	No	4	P	Indirect	See footnotes
Common Stock	Acquisiton	2019-07-29	115,300	$16.00	115,300	No	4	P	Indirect	See footnotes
Common Stock	Acquisiton	2019-07-29	134,700	$16.00	134,700	No	4	P	Indirect	See footnotes

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Commonstock	Series A Preferred Stock	Disposition	2019-07-29	19,524	$0.00	16,015	$0.00
Commonstock	Series D Preferred Stock	Disposition	2019-07-29	337,754	$0.00	277,074	$0.00
Commonstock	Series E-1 Preferred Stock	Disposition	2019-07-29	463,453	$0.00	380,190	$0.00
Commonstock	Series E-2 Preferred Stock	Disposition	2019-07-29	158,379	$0.00	129,925	$0.00
Commonstock	Series E-3 Preferred Stock	Disposition	2019-07-29	142,843	$0.00	117,180	$0.00
Commonstock	Series F Preferred Stock	Disposition	2019-07-29	507,762	$0.00	416,537	$0.00
Common Stock	Convertible Promissory Note	Disposition	2019-07-29	1,200,000	$0.00	97,428	$12.80

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
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

The shares of Common Stock issued upon conversion of the Preferred Stock were calculated by first aggregating all series of Preferred Stock held by MGC Venture Partners 2013, L.P. ("MGC 2013 LP"), in accordance with the terms of the then-effective Certificate of Incorporation of Castle Biosciences, Inc. (the "Issuer").
Every 1.219 outstanding shares of Preferred Stock automatically converted into 1 share of Common Stock immediately prior to the closing of the Issuer's initial public offering (the "IPO"), for no additional consideration, with cash paid for any fractional shares. The Preferred Stock had no expiration date.
Held directly by MGC 2013 LP.
MGC Venture Partners 2013 GP, LLC ("MGC 2013 GP") is the general partner of MGC 2013 LP. MGC Venture Partners 2018 GP, LLC ("MGC 2018 GP") is the general partner of MGC Venture Partners 2018, L.P. ("MGC 2018 LP") and MGC Venture Partners QP 2018, L.P. ("MGC QP 2018 LP"). Each of MGC 2013 LP, MGC 2013 GP, MGC 2018 LP, MGC QP 2018 LP and MGC 2018 GP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by MGC 2013 LP, MGC 2018 LP and MGC QP 2018 LP and, therefore, a "ten percent holder" hereunder.
Each of Joseph C. Cook, Jr., Joseph C. Cook III, Steven D. Singleton and Byron W. Smith are managing directors of MGC 2013 GP and share voting and investment power over the shares held by MGC 2013 LP. Each of Joseph C. Cook, Jr., Joseph C. Cook III, Steven D. Singleton, Byron W. Smith, Jay Ferguson and Rob Readnour are managing partners of MGC 2018 GP and share voting and investment power over the shares held by MGC 2018 LP and MGC QP 2018 LP. Each of the Reporting Persons disclaims beneficial ownership of the shares held by any other Reporting Persons reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
The principal amount of the Convertible Promissory Note held by the designated Reporting Person was $1,200,000.00. Upon closing of the IPO, all unpaid principal and accrued interest outstanding on the Convertible Promissory Note (the "Conversion Amount") automatically converted into the number of shares of Common Stock equal to the Conversion Amount as of the date immediately prior to the closing date divided by 80% of the IPO price per share of $16.00 per share.
Represents a purchase from the underwriters in the Issuer's IPO.
Held directly by MGC 2018 LP.
Held directly by MGC QP 2018 LP.