0001209191-16-144551.txt : 20161004
0001209191-16-144551.hdr.sgml : 20161004
20161004174736
ACCESSION NUMBER: 0001209191-16-144551
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160513
FILED AS OF DATE: 20161004
DATE AS OF CHANGE: 20161004
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Fulgent Genetics, Inc.
CENTRAL INDEX KEY: 0001674930
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071]
IRS NUMBER: 812621304
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4978 SANTA ANITA AVENUE, SUITE 205
CITY: TEMPLE CITY
STATE: CA
ZIP: 91780
BUSINESS PHONE: 626-350-0537
MAIL ADDRESS:
STREET 1: 4978 SANTA ANITA AVENUE, SUITE 205
CITY: TEMPLE CITY
STATE: CA
ZIP: 91780
FORMER COMPANY:
FORMER CONFORMED NAME: Fulgent Diagnostics, Inc.
DATE OF NAME CHANGE: 20160517
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hsieh Ming
CENTRAL INDEX KEY: 0001302110
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37894
FILM NUMBER: 161920423
MAIL ADDRESS:
STREET 1: 209 FAIR OAKS AVE
CITY: SOUTH PASADENA
STATE: CA
ZIP: 91030
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-05-13
0
0001674930
Fulgent Genetics, Inc.
FLGT
0001302110
Hsieh Ming
C/O FULGENT GENETICS, INC.
4978 SANTA ANITA AVENUE
TEMPLE CITY
CA
91780
1
1
1
0
President and CEO
Issuer Common Stock
2016-05-13
4
A
0
1
0.0001
A
1
D
Issuer Common Stock
2016-09-30
4
A
0
5444944
A
5444944
D
Issuer Common Stock
2016-09-30
4
A
0
1315789
A
1315789
I
By Annuity Trust
Issuer Common Stock
2016-09-30
4
P
0
1000000
9.00
A
6444944
D
Predecessor Class D-1 Preferred Units
2016-05-13
4
S
0
4618421
1.1669
D
Predecessor Class D Voting Common Units
4618421
41381579
D
Predecessor Class D-1 Preferred Units
Predecessor Class D Voting Common Units
10000000
I
By Annuity Trust
Predecessor Class D-1 Preferred Units
2016-09-30
4
D
0
41381579
D
Predecessor Class D Voting Common Units
41381579
0
D
Predecessor Class D-1 Preferred Units
2016-09-30
4
D
0
10000000
D
Predecessor Class D Voting Common Units
10000000
0
I
By Annuity Trust
Prior to the Reorganization (as defined below), Mr. Hsieh was issued one share of the common stock of Fulgent Genetics, Inc. (the "Issuer") upon the Issuer's formation. In the Reorganization, such share was cancelled and extinguished without any conversion thereof and no payment was made with respect thereto. As a result, such share is not reflected as held or beneficially owned by Mr. Hsieh following the Reorganization.
The securities were received in the Reorganization (as defined below) in exchange for the cancellation of 41,381,579 Class D-1 preferred units of Fulgent Therapeutics LLC (the "Predecessor" or "Fulgent LLC").
The securities were received in the Reorganization (as defined below) in exchange for the cancellation of 10,000,000 of the Predecessor's Class D-1 preferred units.
The securities are held of record by the Ming Hsieh Annuity Trust established May 4, 2016 (the "Annuity Trust"), over which Mr. Hsieh possesses sole voting and dispositive power as the sole trustee.
Reflects securities of the Predecessor. Fulgent LLC is considered the predecessor of the Issuer following completion of a reorganization transaction pursuant to which the Predecessor became a wholly owned subsidiary of the Issuer (the "Reorganization"), which was completed on September 30, 2016 in connection with the Issuer's initial public offering and which is described in the Issuer's Registration Statement on Form S-1, as amended (File No. 333-213469). In the Reorganization, all of the Predecessor's Class D-1 preferred units were cancelled in exchange for shares of the Issuer's common stock at a ratio of 7.6-for-1.
Reflects securities of the Predecessor sold or beneficially owned by Mr. Hsieh as of May 13, 2016.
Prior to the Reorganization, the Predecessor's Class D-1 preferred units had no expiration date and were convertible into the Predecessor's Class D voting common units, on a one-for-one basis and for no additional consideration, at any time at the option of the holder and in connection with an initial public offering of the Predecessor or a successor thereof.
The securities were disposed of and cancelled in the Reorganization in exchange for 5,444,944 shares of the Issuer's common stock.
The securities were disposed of and cancelled in the Reorganization in exchange for 1,315,789 shares of the Issuer's common stock.
/s/ Paul Kim as Attorney-in-Fact
2016-10-04