Amended Statement of Ownership (sc 13g/a)
February 11 2020 - 5:04PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Impinj, Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
453204109
(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)
*
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The remainder of this cover page shall be filled out for a reporting persons 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.
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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).
Page 1 of 7
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1.
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Names of Reporting Persons.
Christopher Diorio, Ph.D.
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
(a) ☐ (b) ☐
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3.
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Sec Use Only
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4.
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Citizenship or Place of
Organization
United States of
America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
427,137
shares.1
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6.
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Shared Voting Power
699,999
shares.2
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7.
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Sole Dispositive Power
427,137
shares.1
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8.
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Shared Dispositive Power
699,999
shares.2
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,127,136 shares.
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares
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11.
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Percent of Class
Represented by Amount in Row (9)
5.03%
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12.
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Type of Reporting
Person
IN
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1
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Includes options to purchase 179,790 shares that are exercisable within 60 days of December 31, 2019.
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2
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All shares are held of record by DFT L.L.C., a Washington limited liability company. Chris Diorio and Nancy
Wright, the co-managers of DFT L.L.C., may be deemed to have shared voting and dispositive power.
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Page 2 of 7
Item 1(a) Name of Issuer:
Impinj, Inc.
Item 1(b) Address of Issuers
Principal Executive Offices:
400 Fairview Ave. N., Suite 1200
Seattle, WA 98109
Item 2 (a) Name of
Person Filing:
Christopher Diorio, Ph.D.
Item
2 (b) Address of Principal Business Office or, if none, Residence:
Principal business office:
400 Fairview Ave. N., Suite 1200
Seattle, WA 98109
Item 2 (c) Citizenship:
United States of
America
Item 2 (d) Title of Class of Securities:
Common Stock, $0.001 par value per share
Item 2
(e) CUSIP Number:
453204109
Item 3.
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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:
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(a)
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☐
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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☐
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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☐
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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☐
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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☐
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An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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☐
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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☐
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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Page 3 of 7
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(h)
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☐
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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☐
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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☐
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A non-U.S. institution in accordance with §240.13d1(b)(1)(ii)(J);
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(k)
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☐
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Group, in accordance with §240.13d1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with
Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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Page 4 of 7
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:
1,127,136 shares.
(b) Percent of class:
5.03% based on
22,217,093 shares outstanding.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
427,137 shares.1
(ii) Shared power to vote or to direct the vote:
699,999 shares.2
(iii) Sole power to dispose or to direct the disposition of:
427,137 shares.1
(iv) Shared power to dispose or to direct the disposition of:
699,999 shares.2
1
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Includes options to purchase 179,790 shares that are exercisable within 60 days of December 31, 2019.
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2
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All shares are held of record by DFT L.L.C., a Washington limited liability company. Christopher Diorio and
Nancy Wright, the co-managers of DFT L.L.C., may be deemed to have shared voting and dispositive power.
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Item 5.
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Ownership of Five Percent or Less of a Class
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Not applicable.
Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Not applicable.
Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the
Parent Holding Company or Control Person
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Not applicable.
Item 8.
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Identification and Classification of Members of the Group
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Not applicable.
Page 5 of 7
Item 9.
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Notice of Dissolution of Group
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Not applicable.
Not applicable.
Page 6 of 7
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.
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CHRISTOPHER DIORIO, PH.D.
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By:
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/s/ Christopher Diorio, Ph.D.
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Christopher Diorio, Ph.D.
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Date:
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February 11, 2020
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Page 7 of 7
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