Ming Hsieh - Sep 14, 2022 Form 4 Insider Report for Fulgent Genetics, Inc. (FLGT)

Role: Chief Executive Officer, Director, 10%+ Owner
Signature: /s/ Paul Kim as Attorney-in-Fact
Stock symbol: FLGT
Transactions as of: Sep 14, 2022
Transactions value $: $0
Form type: 4
Date filed: 9/16/2022, 07:06 PM
Previous filing: Aug 18, 2022
Next filing: Oct 3, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	FLGT	Common Stock						30K	Sep 14, 2022	Direct
holding	FLGT	Common Stock						7.9M	Sep 14, 2022	By Trust	F1
holding	FLGT	Common Stock						1K	Sep 14, 2022	Uniform Transfer to Minors Account	F2
holding	FLGT	Common Stock						1K	Sep 14, 2022	Uniform Transfer to Minors Account	F3

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	FLGT	Forward sale contract (obligation to sell)	Other		+800K			800K	Sep 14, 2022	Common Stock	800K		By Trust	F1, F4, F5, F6, F7

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

Explanation of Responses:

Id	Content
F1	Securities held by The Ming Hsieh Trust. Mr. Hsieh is the trustee of The Ming Hsieh Trust (the "Trust") and possesses the sole voting and dispositive power with respect to securities held by the Trust.
F2	Shares held in a Uniform Transfers to Minor Act account for which Ming Hsieh acts as custodian and possesses the sole voting and dispositive power.
F3	Shares held in a Uniform Transfers to Minor Act account for which Ming Hsieh acts as custodian and possesses the sole voting and dispositive power.
F4	On September 14, 2022, the Trust entered into a master confirmation in respect of a prepaid variable forward agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 800,000 shares of Common Stock and obligating the Trust to deliver to the Bank up to 800,000 shares of Common Stock (or, at the Trust's election, an equivalent amount of cash) to settle the Agreement.
F5	In exchange for entering into the Agreement and assuming the obligations thereunder, the Trust received a cash payment of $28,955,274.40. The Trust pledged 800,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Agreement, and retained voting rights in the Pledged Shares during the term of the pledge (and thereafter if the Trust settles the Agreement in cash).
F6	Under the Agreement, on each of the eight settlement dates in September 2026, the Trust will be obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "Settlement Price") is less than or equal to $41.0261 (the "Floor Price"), the Trust will deliver to the Bank 100,000 shares (i.e., the ratable portion of the Pledged Shares to be delivered with respect to each settlement date).
F7	(continued from footnote 6) (b) if the Settlement Price is between the Floor Price and $55.1572 (the "Cap Price"), the Trust will deliver to the Bank a number of shares of Common Stock equal to 100,000 shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price: and (c) if the Settlement Price is greater than the Cap Price, the Trust will deliver to the Bank the number of shares of Common Stock equal to the product of (i) 100,000 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price.