SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

WIIG Communications Management LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/16/2020

3. Issuer Name and Ticker or Trading Symbol
Berkeley Lights, Inc. [ BLI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	8,406,337	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	2,812,029	⁽¹⁾	I	See footnotes⁽³⁾⁽⁴⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	1,708,356	⁽¹⁾	I	See footnotes⁽³⁾⁽⁵⁾
Series E Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	735,635	⁽¹⁾	I	See footnotes⁽³⁾⁽⁶⁾

1. Name and Address of Reporting Person^*

WIIG Communications Management LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

TAN LIP BU

(Last)

(First)

(Middle)

C/O WIIG COMMUNICATIONS MANAGEMENT

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

WRV-BLI LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

WRV-BLI II LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

WRV-BLI III LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

WRV-BLI IV LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Walden Riverwood GP, LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Walden Riverwood Ventures, L.P.

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

WRV GP II, LLC

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

WRV II, L.P.

(Last)

(First)

(Middle)

ONE CALIFORNIA STREET, SUITE 1750

(Street)

SAN FRANCISCO

94111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each share of Preferred Stock automatically converts on a one-for-one basis into Common stock at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock has no expiration date.

2. Consists of 6,076,421 shares of Series B Preferred Stock directly held by WRV-BLI LLC and 2,329,916 shares of Series B Preferred Stock directly held by Walden Riverwood Ventures, L.P. ("WRV").

3. Mr. Lip-Bu Tan is the sole director of WIIG Communications Management LLC ("WIIG"), which is the manager of WRV-BLI LLC, WRV-BLI II, LLC, WRV-BLI III LLC, and WRV-BLI IV LLC. Michael Marks and Mr. Tan are members of the investment committee of Walden Riverwood GP, LLC ("WRGP"), which is the general partner of WRV. WRV GP II, LLC ("WRV GP") is the general partner of WRV II, L.P. Messers. Tan and Marks, WRV GP, WRGP, and WIIG disclaim beneficial ownership of the shares except to the extent of their pecuniary interest therein.

4. Consists of 1,958,787 shares of Series C Preferred Stock directly held by WRV-BLI II LLC and 853,242 shares of Series C Preferred Stock directly held by WRV.

5. Consists of 742,942 shares of Series D Preferred Stock directly held by WRV II, L.P. and 965,414 shares of Series D Preferred Stock directly held by WRV-BLI III LLC.

6. Consists of 543,980 shares of Series E Preferred Stock directly held by WRV-BLI IV LLC and 191,655 shares of Series E Preferred Stock directly held by WRV II, L.P.

Remarks:

	Lip-Bu Tan, /s/ Lip-Bu Tan	07/16/2020
	WIIG Communications Management LLC, By: /s/ Lip-Bu Tan, Director	07/16/2020
	WRV-BLI LLC, By: WIIG Communications Management LLC, its manager, By: /s/ Lip-Bu Tan, Director	07/16/2020
	WRV-BLI II LLC, By: WIIG Communications Management LLC, its manager, By: /s/ Lip-Bu Tan, Director	07/16/2020
	WRV-BLI III LLC, By: WIIG Communications Management LLC, its manager, By: /s/ Lip-Bu Tan, Director	07/16/2020
	WRV-BLI IV LLC, By: WIIG Communications Management LLC, its manager, By: /s/ Lip-Bu Tan, Director	07/16/2020
	Walden Riverwood GP, LLC, By: /s/ Stuart Merkadeau, by Power of Attorney for Michael Marks, Director	07/16/2020
	Walden Riverwood Ventures, L.P., By: Walden Riverwood GP, LLC, By: /s/ Stuart Merkadeau, by Power of Attorney for Michael Marks, Director	07/16/2020
	WRV GP II, LLC, By: /s/ Stuart Merkadeau, by Power of Attorney for Michael Marks, Managing Director	07/16/2020
	WRV II, L.P., By: WRV GP II, LLC, its general partner, By: /s/ Stuart Merkadeau, by Power of Attorney for Michael Marks, Managing Director	07/16/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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