0001127602-23-008805.txt : 20230303
0001127602-23-008805.hdr.sgml : 20230303
20230303171542
ACCESSION NUMBER: 0001127602-23-008805
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230301
FILED AS OF DATE: 20230303
DATE AS OF CHANGE: 20230303
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fallon Marie E.
CENTRAL INDEX KEY: 0001883686
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40097
FILM NUMBER: 23705750
MAIL ADDRESS:
STREET 1: C/O GINKGO BIOWORKS, INC.
STREET 2: 27 DRYDOCK AVENUE, 8TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02210
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ginkgo Bioworks Holdings, Inc.
CENTRAL INDEX KEY: 0001830214
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 872652913
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 27 DRYDOCK AVENUE
STREET 2: 8TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: (877) 442-5362
MAIL ADDRESS:
STREET 1: 27 DRYDOCK AVENUE
STREET 2: 8TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02210
FORMER COMPANY:
FORMER CONFORMED NAME: Soaring Eagle Acquisition Corp.
DATE OF NAME CHANGE: 20210210
FORMER COMPANY:
FORMER CONFORMED NAME: Spinning Eagle Acquisition Corp.
DATE OF NAME CHANGE: 20201027
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2023-03-01
0001830214
Ginkgo Bioworks Holdings, Inc.
DNA
0001883686
Fallon Marie E.
C/O GINKGO BIOWORKS HOLDINGS, INC.
27 DRYDOCK AVENUE
BOSTON
MA
02210
1
See remarks
Class A Common Stock
2023-03-01
4
M
0
13683
A
171353
D
Class A Common Stock
2023-03-01
4
M
0
307
A
171660
D
Class A Common Stock
2023-03-02
4
S
0
7326
1.329
D
164334
D
Restricted Stock Units
2023-03-01
4
M
0
13683
D
Class A Common Stock
13683
385012
D
Class B Common Stock
2023-03-01
4
M
0
307
D
Class A Common Stock
307
51226
D
Represents restricted stock units (the "RSUs") granted prior to the business combination of Soaring Eagle Acquisition Corp. and Ginkgo Bioworks, Inc. in September 2021 (the "Merger"), which became contingent rights to acquire equity securities of the Issuer upon consummation of the Merger. At the time of grant, the RSUs were subject to both a service-based vesting condition and a performance-based vesting condition. On November 17, 2021, the board of directors of the Issuer modified the vesting terms of RSUs, such that the Merger was deemed to have satisfied the performance condition for vesting effective as of March 15, 2022. The service-based vesting condition with respect to 13,683 of the RSUs was satisfied on March 1, 2023, and the Issuer elected to deliver one share of Class A Common Stock to the Reporting Person for each such RSU. Such shares of Class A Common Stock may be exchanged for shares of Class B Common Stock at the option of the Reporting Person.
Represents the conversion of shares of Class B Common Stock to shares of Class A Common Stock.
Shares of the Class B Common Stock may be converted into shares of Class A Common Stock, on a one-to-one basis, at the option of the holder at any time and have no expiration date.
Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. Sales to cover tax withholding obligations in connection with the vesting of such securities do not represent discretionary trades by the Reporting Person. The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction.
Includes shares of Class B Common Stock that are subject to vesting conditions.
Chief Accounting Officer
/s/ Karen Tepichin, Attorney-in-Fact
2023-03-03