Phoenix Venture Partners II LP - 21 Jul 2021 Form 3 Insider Report for Absci Corp (ABSI)

Role: 10%+ Owner
Signature: /s/ Zachariah Jonasson, Managing Member of sole general partner on behalf of Phoenix Venture Partners II LP
Issuer symbol: ABSI
Transactions as of: 21 Jul 2021
Net transactions value: $0
Form type: 3
Filing time: 21 Jul 2021, 17:35:17 UTC
Next filing: 28 Jul 2021
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	ABSI	Series A-1 Preferred Stock							21 Jul 2021	Common Stock	5,681,332		Direct	F1, F2
holding	ABSI	Series A-2 Preferred Stock							21 Jul 2021	Common Stock	533,735		Direct	F1, F3
holding	ABSI	Series A-3 Preferred Stock							21 Jul 2021	Common Stock	4,954,650		Direct	F1, F4
holding	ABSI	Series B Preferred Stock							21 Jul 2021	Common Stock	2,590,991		Direct	F1, F5
holding	ABSI	Series C Preferred Stock							21 Jul 2021	Common Stock	273,130		Direct	F1, F6
holding	ABSI	Series D-1 Preferred Stock							21 Jul 2021	Common Stock	84,348		Direct	F1, F7
holding	ABSI	Series D-2 Preferred Stock							21 Jul 2021	Common Stock	33,741		Direct	F1, F8
holding	ABSI	Series E Preferred Stock							21 Jul 2021	Common Stock	33,675		Direct	F1, F9
holding	ABSI	Series A-4 Preferred Stock Warrant							21 Jul 2021	Series A-4 Preferred Stock	93,007	$1.00	Direct	F1, F10

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares are held by Phoenix Venture Partners II LP and may be deemed to be indirectly beneficially owned by Phoenix General Partner II LLC, the general partner of Phoenix Venture Partners II LP. Phoenix General Partner II LLC disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
F2	These shares of the Issuer's Series A-1 Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), shown in Column 3 immediately upon the closing of the Issuer's initial public offering ("IPO") without payment of additional consideration. The Series A-1 Preferred Stock has no expiration date.
F3	These shares of the Issuer's Series A-2 Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of Common Stock shown in Column 3 immediately upon the closing of the IPO without payment of additional consideration. The Series A-2 Preferred Stock has no expiration date.
F4	These shares of the Issuer's Series A-3 Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of Common Stock shown in Column 3 immediately upon the closing of the IPO without payment of additional consideration. The Series A-3 Preferred Stock has no expiration date.
F5	These shares of the Issuer's Series B Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of Common Stock shown in Column 3 immediately upon the closing of the IPO without payment of additional consideration. The Series B Preferred Stock has no expiration date.
F6	These shares of the Issuer's Series C Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of Common Stock shown in Column 3 immediately upon the closing of the IPO without payment of additional consideration. The Series C Preferred Stock has no expiration date.
F7	These shares of the Issuer's Series D-1 Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of Common Stock shown in Column 3 immediately upon the closing of the IPO without payment of additional consideration. The Series D-1 Preferred Stock has no expiration date.
F8	These shares of the Issuer's Series D-2 Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of Common Stock shown in Column 3 immediately upon the closing of the IPO without payment of additional consideration. The Series D-2 Preferred Stock has no expiration date.
F9	These shares of the Issuer's Series E Preferred Stock will automatically convert on a one-for-3.3031 basis into the number of shares of Common Stock shown in Column 3 immediately upon the closing of the IPO without payment of additional consideration. The Series E Preferred Stock has no expiration date.
F10	Immediately upon the closing of the IPO, these warrants will be exercisable by the holder at its option for Common Stock on a one-for-3.3031 basis.