0001209191-22-056318.txt : 20221109 0001209191-22-056318.hdr.sgml : 20221109 20221109210605 ACCESSION NUMBER: 0001209191-22-056318 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221107 FILED AS OF DATE: 20221109 DATE AS OF CHANGE: 20221109 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: 221374595 MAIL ADDRESS: STREET 1: 209 FAIR OAKS AVE CITY: SOUTH PASADENA STATE: CA ZIP: 91030 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ming Hsieh Trust CENTRAL INDEX KEY: 0001836339 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37894 FILM NUMBER: 221374594 BUSINESS ADDRESS: STREET 1: C/O FULGENT GENETICS, INC. STREET 2: 4978 SANTA ANITA AVENUE CITY: TEMPLE CITY STATE: CA ZIP: 917800 BUSINESS PHONE: 626-350-0537 MAIL ADDRESS: STREET 1: C/O FULGENT GENETICS, INC. STREET 2: 4978 SANTA ANITA AVENUE CITY: TEMPLE CITY STATE: CA ZIP: 917800 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 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-11-07 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 Chief Executive Officer 0001836339 Ming Hsieh Trust C/O FULGENT GENETICS, INC. 4978 SANTA ANITA AVENUE TEMPLE CITY CA 91780 0 0 1 0 Common Stock 2022-11-07 4 A 0 566171 39.016 A 596171 D Common Stock 2022-11-07 4 A 0 220816 39.016 A 220816 I By Trust Common Stock 7895115 I By Trust Common Stock 1000 I Uniform Transfer to Minors Account Common Stock 1000 I Uniform Transfer to Minors Account Pursuant to the Agreement and Plan of Merger, dated as of November 7, 2022 (the "Merger Agreement") by and among Fulgent Genetics, Inc. ("Fulgent Genetics"), FG Merger Sub, Inc. ("FG"), Fulgent Pharma Holdings, Inc. ("Fulgent Pharma"), and the stockholders listed therein, FG merged with and into Fulgent Pharma (the "Merger"), with Fulgent Pharma being the surviving corporation following the Merger. At the effective time of the Merger, each issued and outstanding share of Fulgent Pharma preferred stock was converted into 0.02314 shares of Fulgent Genetics common stock, par value $0.0001 per share. (continued from footnote 1) Of the 566,171 shares of common stock issued to Mr. Hsieh and 220,816 shares of common stock issued to The Hsieh Family Dynasty Trust, dated January 27, 2010 (the "Dynasty Trust") in connection with the Merger, of which 266,908 and 104,098 shares, respectively, are currently being held in escrow and following the expiration of the indemnification periods set forth in the Merger Agreement, shall be issued pro rata to Mr. Hsieh and the Trust in accordance with the terms of the Merger Agreement. Securities held by the Dynasty Trust. Mr. Hsieh is the grantor of the Dynasty Trust and he and his spouse, Eva Hsieh, and Jian Xie serve on the investment committee of the Dynasty Trust. Mr. Hsieh disclaims any beneficial interest except with respect to any pecuniary interest therein. Securities held by The Ming Hsieh Trust (the "Hsieh Trust"). Mr. Hsieh is the trustee of the Hsieh Trust and possesses the sole voting and dispositive power with respect to securities held by the Hsieh Trust. 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. 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. /s/ Paul Kim as Attorney-in-Fact 2022-11-09