Accession Number: | 0000899243-21-047406 |
Date: | 2021-12-06 |
Issuer: | GINKGO BIOWORKS HOLDINGS, INC. (DNA) |
Original Submission Date: |
SHETTY RESHMA P.
C/O GINKGO BIOWORKS HOLDINGS, INC.
27 DRYDOCK AVENUE
BOSTON, MA 02210
Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
---|---|---|---|---|---|---|---|---|---|
CLASS A COMMON STOCK | 2021-12-06 | C | 200,000 | a | $0.00 | 200,000 | indirect | ||
CLASS A COMMON STOCK | 2021-12-07 | G | 200,000 | d | $0.00 | 0 | indirect |
Title of Derivative Security | Conversion or Exercise Price of Derivative Security | Transaction Date | Deemed Execution Date | Transaction Code | Number of Derivative Securities Acquired (A) or Disposed of (D) | Date Exercisable | Expiration Date | Title and Amount of Securities Underlying Derivative Security | Price of Derivative Security | Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | Ownership Form: Direct (D) or Indirect (I) | Nature of Indirect Beneficial Ownership |
---|---|---|---|---|---|---|---|---|---|---|---|---|
CLASS B COMMON STOCK | 0.0 | 2021-12-05 | deemed execution date | C | 200,000 (d) | class a common stock 200,000 | $0.00 | 70,189,783 | indirect | by bartholomew canton living trust | ||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 3,093,797 | $0.00 | 3,093,797 | direct | |||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 3,093,797 | $0.00 | 3,093,797 | indirect | by spouse | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 70,389,783 | $0.00 | 70,389,783 | indirect | by reshma padmini shetty living trust | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 8,245,491 | $0.00 | 8,245,491 | indirect | by reshma padmini shetty grat | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 8,245,491 | $0.00 | 8,245,491 | indirect | by bartholomew canton grat | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 1,291,794 | $0.00 | 1,291,794 | indirect | by the asha s. canton irrevocable trust | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 1,291,794 | $0.00 | 1,291,794 | indirect | by the adhira s. canton irrevocable trust |
ID | footnote |
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f1 | the transactions being reported herein relate to a charitable donation of shares of class a common stock. the donated shares remain subject to transfer restrictions in accordance with the issuer's certificate of incorporation. |
f2 | shares of the class b common stock may be converted into shares of class a common stock, on a one-to-one basis, at the option of the holder at any time and have no expiration date. |
f3 | pursuant to the business combination of soaring eagle acquisition corp. and ginkgo bioworks, inc. ("legacy ginkgo"), as contemplated by an agreement and plan of merger, dated may 11, 2021 and amended on may 14, 2021 (the "merger agreement"), (a) each share of class a common stock of legacy ginkgo outstanding immediately prior to the effective time of the business combination was converted into approximately 49.080452 shares of the issuer's class a common stock; and (b) each share of class b common stock of legacy ginkgo outstanding immediately prior to the effective time of the business combination was converted into approximately 49.080452 shares of the issuer's class b common stock. |
f4 | pursuant to the merger agreement, each share of class a common stock of legacy ginkgo, each share of class b common stock of legacy ginkgo, each option of legacy ginkgo under legacy ginkgo's stock incentive plans, each award of restricted common stock of legacy ginkgo under legacy ginkgo's stock incentive plans, and each award of restricted stock units of legacy ginkgo under legacy ginkgo's stock incentive plans, in each case outstanding immediately prior to the effective time of the business combination, received a proportional amount of the approximately 188.7 million earn-out shares. |