James E. Flynn - Jun 1, 2021 Form 4 Insider Report for Singular Genomics Systems, Inc. (OMIC)

Role
*Possible Member of 10% Group, 10%+ Owner
Signature
/s/ Jonathan Isler, Attorney-in-Fact
Stock symbol
OMIC
Transactions as of
Jun 1, 2021
Transactions value $
$33,315,610
Form type
4
Date filed
6/3/2021, 05:04 PM
Previous filing
May 26, 2021
Next filing
Jun 10, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OMIC Common Stock Conversion of derivative security +6.46M 6.46M Jun 1, 2021 Through Deerfield Private Design Fund IV, L.P. F1, F6, F7
transaction OMIC Common Stock Conversion of derivative security $10.2M +577K +8.94% $17.60 7.03M Jun 1, 2021 Through Deerfield Private Design Fund IV, L.P. F2, F6, F7
transaction OMIC Common Stock Conversion of derivative security $10.2M +577K $17.60 577K Jun 1, 2021 Through Deerfield Partners, L.P. F3, F6, F7
transaction OMIC Common Stock Purchase $9.9M +450K +6.4% $22.00 7.48M Jun 1, 2021 Through Deerfield Private Design Fund IV, L.P. F6, F7
transaction OMIC Common Stock Purchase $23.1M +1.05M +181.93% $22.00 1.63M Jun 1, 2021 Through Deerfield Partners, L.P. F6, F7

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 Series B Preferred Stock Conversion of derivative security -6.46M -100% 0 Jun 1, 2021 Common Stock 6.46M Through Deerfield Private Design Fund IV, L.P. F1, F6, F7
transaction OMIC 6% Convertible Note due 2023 Conversion of derivative security -$10M 0 Jun 1, 2021 Common Stock 577K $17.60 Through Deerfield Private Design Fund IV, L.P. F2, F6, F7
transaction OMIC 6% Convertible Note due 2023 Conversion of derivative security -$10M 0 Jun 1, 2021 Common Stock 577K $17.60 Through Deerfield Partners, L.P. F3, F6, F7
holding OMIC Stock Option (Right to Buy) 30K Jun 1, 2021 Common Stock 30K $0.63 Through Deerfield Management Company, L.P. F4, F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series B Preferred Stock automatically converted into one share of the Issuer's common stock upon the closing of the Issuer's initial public offering.
F2 The 6% Convertible Note due 2023 held by Deerfield Private Design Fund IV, L.P. ("Fund IV") automatically converted into shares of the Issuer's common stock upon the closing of the Issuer's initial public offering.
F3 The 6% Convertible Note due 2023 held by Deerfield Partners, L.P. ("Deerfield Partners") automatically converted into shares of the Issuer's common stock upon the closing of the Issuer's initial public offering.
F4 No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
F5 The option granted to Andrew ElBardissi and reported herein is held for the benefit, and at the direction, of Deerfield Management Company, L.P. ("Deerfield Management").
F6 This Form 4 is being filed by the undersigned as well as the entities listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). Deerfield Mgmt IV, L.P. is the general partner of Fund IV. Deerfield Mgmt, L.P. is the general partner of Deerfield Partners (collectively with Fund IV, the "Funds"). Deerfield Management is the investment manager of the Funds. James E. Flynn is the sole member of the general partner of each of Deerfield Mgmt IV, L.P., Deerfield Mgmt, L.P. and Deerfield Management.
F7 In accordance with Instruction 4 (b)(iv) to Form 4, the entire amount of the Issuer's securities held by the Funds is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Remarks:

Jonathan Isler, Attorney-in-Fact: Power of Attorney, which is hereby incorporated by reference to Exhibit 24 to a Form 3 with regard to Proteon Therapeutics, Inc. filed with the Securities and Exchange Commission on August 4, 2017 by Deerfield Special Situations Fund, L.P., Deerfield Partners, L.P., Deerfield International Master Fund, L.P., Deerfield Private Design Fund III, L.P., Deerfield Private Design Fund IV, L.P., Deerfield Mgmt, L.P., Deerfield Mgmt III, L.P., Deerfield Mgmt IV, L.P., Deerfield Management Company, L.P., and James E. Flynn.