Eric Schadt - Jul 22, 2021 Form 4 Insider Report for Sema4 Holdings Corp. (WGSWW)

Signature
/s/ Daniel Clark, Attorney-in-Fact
Stock symbol
WGSWW
Transactions as of
Jul 22, 2021
Transactions value $
$0
Form type
4
Date filed
7/26/2021, 06:50 PM
Next filing
Oct 5, 2021

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 WGSWW Employee Stock Option (Right to Buy) Award +2.56M 2.56M Jul 22, 2021 Class A Common Stock 2.56M $0.15 Direct F1, F2
transaction WGSWW Employee Stock Option (Right to Buy) Award +2.26M 2.26M Jul 22, 2021 Class A Common Stock 2.26M $0.15 Direct F1, F2
transaction WGSWW Employee Stock Option (Right to Buy) Award +402K 402K Jul 22, 2021 Class A Common Stock 402K $0.77 Direct F2, F3
transaction WGSWW Employee Stock Option (Right to Buy) Award +960K 960K Jul 22, 2021 Class A Common Stock 960K $0.77 Direct F2, F3
transaction WGSWW Employee Stock Option (Right to Buy) Award +2.31M 2.31M Jul 22, 2021 Class A Common Stock 2.31M $0.77 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This option is fully vested.
F2 Pursuant to the business combination between the Issuer (which was formerly known as CM Life Sciences, Inc.) and Mount Sinai Genomics, Inc. d/b/a Sema4 ("Sema4"), each share of Sema4 outstanding common stock was automatically converted into the right to shares of the Issuer's Class A Common Stock based on a 1 to 123.8338 exchange ratio ("Exchange Ratio"). In addition, each outstanding Sema4 equity award was automatically converted into a corresponding equity award of the Issuer based on the Exchange Ratio and with the same terms and vesting conditions as the Sema4 equity awards.
F3 6.25% of the total shares underlying the option vest in quarterly installments until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

The merger agreement provides that certain former stockholders and equity award holders of Sema4 will receive additional shares of the Issuer's Class A common stock and awards of restricted stock units upon the achievement of certain vesting conditions.