SVF Excalibur (Cayman) Ltd - Oct 19, 2022 Form 4 Insider Report for Zymergen Inc. (ZY)

Role
10%+ Owner
Signature
SVF Excalibur (Cayman) Limited By: /s/ Jonathan Duckles, Director
Stock symbol
ZY
Transactions as of
Oct 19, 2022
Transactions value $
$0
Form type
4
Date filed
10/21/2022, 04:30 PM
Previous filing
Sep 20, 2021
Next filing
Jun 9, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZY Common Stock Other -26.6M -100% 0 Oct 19, 2022 See footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

SVF Excalibur (Cayman) Ltd is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the Merger Agreement, dated July 24, 2022 (the "Merger Agreement"), by and among the Issuer, Ginkgo Bioworks Holdings, Inc. ("Ginkgo") and Pepper Merger Subsidiary Inc., the Issuer became an indirect wholly owned subsidiary of Ginkgo upon consummation of the merger on October 19, 2022 (the "Effective Time"), as provided for in the Merger Agreement. At the Effective Time, each share of the Issuer's common stock was automatically cancelled, extinguished and converted into the right to receive 0.9179 shares of Class A common stock of Ginkgo, with fractional shares paid in cash, without interest.
F2 The securities reported herein are held of record by SVF Excalibur (Cayman) Limited, which is a wholly owned subsidiary of SVF Endurance (Cayman) Limited, which is a wholly owned subsidiary of SoftBank Vision Fund (AIV M1) L.P. SB Investment Advisers (UK) Limited has been appointed as alternative investment fund manager ("AIFM") and is exclusively responsible for managing SoftBank Vision Fund (AIV M1) L.P. in accordance with the Alternative Investment Fund Managers Directive and is authorized and regulated by the UK Financial Conduct Authority accordingly.
F3 As AIFM of SoftBank Vision Fund (AIV M1) L.P., SB Investment Advisers (UK) Limited is exclusively responsible for making all decisions related to the acquisition, structuring, financing and disposal of SoftBank Vision Fund (AIV M1) L.P.'s investments. As a result, each of the reporting persons may be deemed to share beneficial ownership of the securities reported herein, but disclaims beneficial ownership except to the extent of the pecuniary interest therein.