Amrit Nagpal - Jun 12, 2024 Form 4 Insider Report for Absci Corp (ABSI)

Role: Director
Signature: /s/ Amrit Nagpal
Stock symbol: ABSI
Transactions as of: Jun 12, 2024
Transactions value $: $0
Form type: 4
Date filed: 6/14/2024, 07:47 PM
Previous filing: Jun 16, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ABSI	Common Stock	Award	$0	+8.82K		$0.00	8.82K	Jun 12, 2024	Direct	F1, F3, F4

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	ABSI	Stock Option (Right to Buy)	Award	$0	+36.3K		$0.00	36.3K	Jun 12, 2024	Common Stock	36.3K	$4.96	Direct	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	The shares of the Issuer's common stock reported herein represent restricted stock units ("RSUs") issued under the Issuer's 2021 Stock Option and Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's common stock. The RSUs shall vest and be settled in full on the earlier of (i) the first anniversary of the date of grant or (ii) the date of the Issuer's next annual meeting of stockholders, subject to Mr. Nagpal's continuous service to the Issuer through such date.
F2	Pursuant to the Issuer's amended Non-Employee Director Compensation Policy, the option award will vest in full on the earlier of (i) the first anniversary of the date of grant and (ii) the date of the Issuer's next annual meeting of stockholders, subject to Mr. Nagpal's continuous service to the Issuer through such date.
F3	The restricted stock units and stock option (the "reported securities") were granted to Mr. Nagpal, a managing director of Redmile Group, LLC ("Redmile"), in connection with his service as a member of the Board of Directors of the Issuer. Pursuant to the policies of Redmile, Mr. Nagpal holds the reported securities as a nominee on behalf, and for the sole benefit, of Redmile and has assigned all economic, pecuniary and voting rights in respect of the reported securities to Redmile. Mr. Nagpal disclaims beneficial ownership of the reported securities, and the filing of this Form 4 shall not be deemed an admission that Mr. Nagpal is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
F4	The reported securities may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. Redmile and Mr. Green disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this Form 4 shall not be deemed an admission that Redmile or Mr. Green is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

Mr. Nagpal was elected to the board of directors of the Issuer as a representative of Redmile and its affiliates. As a result, Redmile and Mr. Green, are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.