Statement of Changes in Beneficial Ownership (4)
May 22 2020 - 4:10PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Venrock Associates VI, L.P. |
2. Issuer Name and Ticker or Trading Symbol
10x Genomics, Inc.
[
TXG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O VENROCK, 3340 HILLVIEW AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/20/2020 |
(Street)
PALO ALTO, CA 94304
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 5/20/2020 | | C | | 1013569 | A | $0 (1) | 2301394 | I | By Funds (3) |
Class A Common Stock | 5/20/2020 | | S | | 1013569 | D | $78.00 | 1287825 | I | By Funds (4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Common Stock | (1) | 5/20/2020 | | C | | | 1013569 | (1) | (1) | Class A Common Stock (1) | 1013569 | $0 | 8790422 | I | By Funds (2) |
Explanation of Responses: |
(1) | Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Additionally, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon transfer, whether or not for value (subject to certain exceptions) and upon the occurrence of certain other events set forth in the Issuer's Amended and Restated Certificate of Incorporation. |
(2) | Represents (a) 8,150,480 shares of Class B common stock held by Venrock Associates VI, L.P. ("VA VI") and (b) 639,942 shares of Class B common stock held by Venrock Partners VI, L.P. ("VP VI"). Venrock Management VI, LLC ("VM VI") is the sole general partner of VA VI. Venrock Partners Management VI, LLC ("VPM VI") is the sole general partner of VP VI. VM VI and VPM VI disclaim beneficial ownership over all shares held by VA VI and VP VI, respectively, except to the extent of their indirect pecuniary interests therein. |
(3) | Represents (a) 2,133,852 shares of Class A common stock held by VA VI and (b) 167,542 shares of Class A common stock held by VP VI. VM VI is the sole general partner of VA VI. VPM VI is the sole general partner of VP VI. VM VI and VPM VI disclaim beneficial ownership over all shares held by VA VI and VP VI, respectively, except to the extent of their indirect pecuniary interests therein. |
(4) | Represents (a) 1,194,071 shares of Class A common stock held by VA VI and (b) 93,754 shares of Class A common stock held by VP VI. VM VI is the sole general partner of VA VI. VPM VI is the sole general partner of VP VI. VM VI and VPM VI disclaim beneficial ownership over all shares held by VA VI and VP VI, respectively, except to the extent of their indirect pecuniary interests therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Venrock Associates VI, L.P. C/O VENROCK 3340 HILLVIEW AVENUE PALO ALTO, CA 94304 |
| X |
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Venrock Partners VI, L.P. C/O VENROCK 3340 HILLVIEW AVENUE PALO ALTO, CA 94304 |
| X |
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Venrock Management VI, LLC C/O VENROCK 3340 HILLVIEW AVENUE PALO ALTO, CA 94304 |
| X |
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Venrock Partners Management VI, LLC C/O VENROCK 3340 HILLVIEW AVENUE PALO ALTO, CA 94304 |
| X |
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Signatures
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/s/ David L. Stepp, authorized signatory | | 5/22/2020 |
**Signature of Reporting Person | Date |
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