Michael J. Pellini - 21 Feb 2025 Form 4 Insider Report for Singular Genomics Systems, Inc.

Role
Director
Signature
/s/ Dalen Meeter, Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
21 Feb 2025
Net transactions value
-$29,464
Form type
4
Filing time
25 Feb 2025, 20:07:01 UTC
Previous filing
31 May 2024
Next filing
06 Mar 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OMIC Common Stock Disposed to Issuer -26,834 -100% 0 21 Feb 2025 Direct F1
transaction OMIC Common Stock Disposed to Issuer -324,388 -100% 0 21 Feb 2025 By The Pellini Family Trust F1, F2

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
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $0 -916 -100% $0.000000 0 21 Feb 2025 Common Stock 916 $672.90 Direct F3, F4
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $0 -2,083 -100% $0.000000 0 21 Feb 2025 Common Stock 2,083 $85.80 Direct F3, F4
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $0 -3,333 -100% $0.000000 0 21 Feb 2025 Common Stock 3,333 $31.80 Direct F3, F4
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $29,464 -3,333 -100% $8.84 0 21 Feb 2025 Common Stock 3,333 $11.16 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Michael J. Pellini is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The shares were disposed of pursuant to the Agreement and Plan of Merger, dated as of December 22, 2024 (the "Merger Agreement"), by and among the Issuer, Singular Genomics Parent, LLC, a Delaware limited liability company, and Saturn Merger Sub, Inc., a Delaware corporation, whereby, at the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of Issuer common stock were cancelled and automatically converted into the right to receive $20.00 per share in cash, without interest, less all applicable deductions and withholdings (the "Merger Consideration").
F2 The Reporting Person is the trustee of The Pellini Family Trust and has voting and dispositive power with respect to these shares.
F3 As of the Effective Time, each outstanding option, to the extent unvested, was accelerated and became fully vested and exercisable.
F4 Pursuant to the Merger Agreement, and after giving effect to the acceleration treatment set forth in footnote (4), each vested stock option was cancelled and automatically converted into the right to receive an amount in cash determined by multiplying (x) the excess, if any, of the Merger Consideration over the applicable exercise price of such option by (y) the number of vested shares subject to such option (the "Option Payment"), less all applicable deductions and withholdings; provided, however, that the Option Payment for each option with an exercise price equal to or greater than $20.00 was $0 and such option was cancelled for no consideration.