Richard W. Rew II - Mar 21, 2023 Form 4 Insider Report for IsoPlexis Corp (ISO)

Role: SVP, GC and Secretary
Signature: /s/ Richard W. Rew, II
Stock symbol: ISO
Transactions as of: Mar 21, 2023
Transactions value $: $0
Form type: 4
Date filed: 3/21/2023, 04:45 PM
Previous filing: Aug 29, 2022
Next filing: Apr 19, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ISO	Common Stock	Disposed to Issuer		-20K	-100%		0	Mar 21, 2023	Direct	F1

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	ISO	Stock Option	Disposed to Issuer		-40K	-100%		0	Mar 21, 2023	Common Stock	40K	$8.02	Direct	F2, F3
transaction	ISO	Stock Option	Disposed to Issuer		-102K	-100%		0	Mar 21, 2023	Common Stock	102K	$3.43	Direct	F2, F4

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

Richard W. Rew II is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On March 21, 2023, pursuant to the Agreement and Plan of Merger, dated as of December 21, 2022 (the Merger Agreement), by and among IsoPlexis Corporation, a Delaware corporation (IsoPlexis), Berkeley Lights, Inc., a Delaware corporation (Berkeley Lights), and Iceland Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Berkeley Lights, each share of common stock, par value $0.001, of IsoPlexis (IsoPlexis Common Stock) reported in this Form 4 was converted into the right to receive 0.6120 fully paid and nonassessable shares of common stock, par value $0.00005, of Berkeley Lights (Berkeley Lights Common Stock), together with cash in lieu of fractional shares of Berkeley Lights Common Stock, if any, and any unpaid dividends or other distributions.
F2	On March 21, 2023, pursuant to the Merger Agreement, each IsoPlexis stock option (whether vested or unvested) reported in this Form 4 (a) if the per-share exercise price was equal to or greater than the average closing trading price for a share of IsoPlexis Common Stock rounded to the nearest one-tenth of a cent, as reported on The Nasdaq Stock Market LLC for the five most recent trading days ending on and including the third business day prior to March 20, 2023 (the Company Trading Price), was canceled for no consideration and (b) if the per-share exercise price was less than the Company Trading Price, was converted into a Berkeley Lights stock option of approximately equivalent value and generally on the same terms and conditions.
F3	Vested 25% on December 6, 2022 and thereafter in 36 equal monthly installments.
F4	Vests 25% on March 31, 2023 and thereafter in 36 equal monthly installments.