0000899243-22-022654.txt : 20220615 0000899243-22-022654.hdr.sgml : 20220615 20220615180104 ACCESSION NUMBER: 0000899243-22-022654 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220608 FILED AS OF DATE: 20220615 DATE AS OF CHANGE: 20220615 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Collins James J. CENTRAL INDEX KEY: 0001779269 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40440 FILM NUMBER: 221018770 MAIL ADDRESS: STREET 1: C/O FULCRUM THERAPEUTICS, INC. STREET 2: 26 LANDSDOWNE STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Senti Biosciences, Inc.\ CENTRAL INDEX KEY: 0001854270 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 862437900 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2 CORPORATE DRIVE, FIRST FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: (650) 382-3281 MAIL ADDRESS: STREET 1: 2 CORPORATE DRIVE, FIRST FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: Dynamics Special Purpose Corp. DATE OF NAME CHANGE: 20210331 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2022-06-08 0 0001854270 Senti Biosciences, Inc.\ SNTI 0001779269 Collins James J. C/O SENTI BIOSCIENCES, INC. 2 CORPORATE DRIVE FIRST FLOOR SOUTH SAN FRANCISCO CA 94080 1 0 0 0 Common Stock 176130 D Stock Option (Right to Buy) 7.47 2031-10-26 Common Stock 3522 D Earnout Rights (Common Stock) Common Stock 7603 D Earnout Rights (Common Stock) Common Stock 7603 D 25% of the shares underlying this option vest on October 27, 2022 and the remainder vest in 36 substantially equal monthly installments thereafter, subject to the reporting person's continued service through the applicable vesting date. Each earnout right represents a contingent right to receive one share of the Issuer's Common Stock. The earnout rights vest, if on or before the date which is two (2) calendar years after June 8, 2022, the volume weighted average price of shares of the Issuer's Common Stock ("VWAP"), is greater than or equal to fifteen dollars ($15.00) over any twenty (20) trading days within any consecutive thirty (30) trading day period. If the target VWAP is not achieved during such period, the earnout rights will be forfeited. Each earnout right represents a contingent right to receive one share of the Issuer's Common Stock. The earnout rights vest, if on or before the date which is three (3) calendar years after June 8, 2022, the VWAP is greater than or equal to twenty dollars ($20.00) over any twenty (20) trading days within any consecutive thirty (30) trading day period. If the target VWAP is not achieved during such period, the earnout rights will be forfeited. Exhibit 24 - Power of Attorney Effective immediately following the Effective Time as defined in that certain Business Combination Agreement dated as of December 19, 2021, as amended, by and among Senti Sub I, Inc. (f/k/a Senti Biosciences, Inc.), Issuer (f/k/a Dynamics Special Purpose Corp.), and Explore Merger Sub, Inc., the reporting person was elected as a member of the board of directors of the Issuer. /s/ Mike Rhee, attorney-in-fact 2022-06-15 EX-24 2 attachment1.htm EX-24 DOCUMENT
                            LIMITED POWER OF ATTORNEY

      The undersigned hereby constitutes and appoints each of Timothy Lu, Curt
Herberts III, Deborah Knobelman, Mike Rhee, and Eric Allen, signing singly, and
with full power of substitution, the undersigned's true and lawful attorney-in-
fact to:

      (1)    execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer, director, and/or securityholder of Senti Biosciences,
Inc., a Delaware corporation (the "Company"), from time to time the following
U.S. Securities and Exchange Commission ("SEC") forms: (i) Form ID, including
any attached documents (such as Update Passphrase Authentication), to effect
the assignment of codes to the undersigned to be used in the transmission of
information to the SEC using the EDGAR System; (ii) Form 3, Initial Statement
of Beneficial Ownership of Securities, including any attached documents; (iii)
Form 4, Statement of Changes in Beneficial Ownership of Securities, including
any attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership
of Securities in accordance with Section 16(a) of the Securities Exchange Act
of 1934, as amended, and the rules thereunder, including any attached
documents; (v) Schedules 13D and 13G; and (vi) amendments of each thereof, in
accordance with the Securities Exchange Act of 1934, as amended, and the rules
thereunder, including any attached documents;

      (2)    do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Form 3, 4 or 5, Schedule 13D or 13G, or any amendment(s) thereto and
timely file such form(s) with the SEC and any securities exchange, national
association or similar authority; and

      (3)    take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.

      The undersigned hereby grants to each such attorney-in-fact, acting
singly, full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 or Regulation 13D-G of
the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees
to indemnify the attorneys-in-fact and the Company from and against any demand,
damage, loss, cost or expense arising from any false or misleading information
provided by the undersigned to the attorneys-in-fact.

      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file such forms with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact. This Power of Attorney supersedes any prior power
of attorney in connection with the undersigned's capacity as an officer and/or
director of the Company. This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an employee
of the Company.

      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of  May 24, 2022.

                                      /s/ James J. Collins
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                                      Signature


                                      James J. Collins
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