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