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Nasdaq · USD

FLGT

Fulgent Genetics, Inc.

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Tapewire entity
2545
SEC CIK
0001674930
Parsed reports
401

Last 12 months

Inside the activity.

0 purchase rows · 15 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202505
Dec 202502
Jan 202600
Feb 202600
Mar 202600
Apr 202600
May 202602
Jun 202602
Jul 202600
Aug 202602
Sep 202602
Oct 202600

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
February 23, 2024 Filed Feb 27, 2024 23:50 UTC
Gao HanlinChief Scientific Officer
Tax withholdingCommon Stock 1,617 $24.06 $38,905.02
Disclosure

SEC source: 0000950170-24-021517 · ownership.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 902,850

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 23, 2023, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on February 27, 2023.

Read SEC document
February 23, 2024 Filed Feb 27, 2024 23:55 UTC
Kim PaulCFO and Treasurer
Tax withholdingCommon Stock 2,670 $24.06 $64,240.20
Disclosure

SEC source: 0000950170-24-021522 · ownership.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 194,820

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 23, 2023, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on February 27, 2023.

Read SEC document
February 23, 2024 Filed Feb 27, 2024 23:48 UTC
Hsieh MingDirector · Chief Executive Officer · 10% owner
Tax withholdingCommon Stock 8,667 $24.06 $208,528.02
Disclosure

SEC source: 0000950170-24-021515 · ownership.xml · nonDerivative · entry 1

Hsieh Ming · CIK 0001302110 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 632,702

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 23, 2023, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on February 27, 2023.

Read SEC document
February 03, 2024 Filed Feb 7, 2024 00:26 UTC
Xie JianPresident and COO
Tax withholdingCommon Stock 6,719 $24.65 $165,623.35
Disclosure

SEC source: 0000950170-24-011857 · ownership.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 351,722

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 3, 2020, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2020.

Read SEC document
February 03, 2024 Filed Feb 7, 2024 00:27 UTC
Kim PaulCFO and Treasurer
Tax withholdingCommon Stock 982 $24.65 $24,206.30
Disclosure

SEC source: 0000950170-24-011858 · ownership.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 197,490

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 3, 2020, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2020.

Read SEC document
February 01, 2024 Filed Feb 5, 2024 21:01 UTC
Hsieh MingDirector · Chief Executive Officer · 10% owner
Tax withholdingCommon Stock 1,094 $24.99 $27,339.06
Disclosure

SEC source: 0000950170-24-011226 · ownership.xml · nonDerivative · entry 1

Hsieh Ming · CIK 0001302110 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 641,369

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 3, 2022.

Read SEC document
January 30, 2024 Filed Feb 1, 2024 21:39 UTC
Gao HanlinChief Scientific Officer
Tax withholdingCommon Stock 90 $25.00 $2,250.00
Disclosure

SEC source: 0000950170-24-009853 · ownership.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 904,467

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on April 30, 2021, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on May 3, 2021.

Read SEC document
January 26, 2024 Filed Jan 30, 2024 21:21 UTC
Xie JianPresident and COO
Tax withholdingCommon Stock 4,683 $25.60 $119,884.80
Disclosure

SEC source: 0000950170-24-008853 · ownership.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 358,441

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 7, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 9, 2022.

Read SEC document
January 26, 2024 Filed Jan 30, 2024 21:21 UTC
Gao HanlinChief Scientific Officer
Tax withholdingCommon Stock 1,325 $25.60 $33,920.00
Disclosure

SEC source: 0000950170-24-008854 · ownership.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 904,557

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 7, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November, 9 2022.

Read SEC document
January 26, 2024 Filed Jan 30, 2024 21:21 UTC
Kim PaulCFO and Treasurer
Tax withholdingCommon Stock 1,988 $25.60 $50,892.80
Disclosure

SEC source: 0000950170-24-008855 · ownership.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 198,472

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 7, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 9, 2022.

Read SEC document
December 11, 2023 Filed Dec 14, 2023 01:49 UTC
Xie JianPresident and COO
SaleCommon Stock 12,000 $26.69 $320,274.00
Disclosure

SEC source: 0001209191-23-058570 · doc4.xml · nonDerivative · entry 2

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 363,124

F2 · price: The shares were sold in multiple transactions at prices ranging from $26.61 to $26.92, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
December 11, 2023 Filed Dec 14, 2023 01:49 UTC
Xie JianPresident and COO
SaleCommon Stock 10,000 $26.32 $263,179.00
Disclosure

SEC source: 0001209191-23-058570 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 375,124

F1 · price: The shares were sold in multiple transactions at prices ranging from $26.26 to $26.57, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
December 04, 2023 Filed Dec 6, 2023 23:00 UTC
Xie JianPresident and COO
SaleCommon Stock 1,779 $27.57 $49,052.72
Disclosure

SEC source: 0001209191-23-057670 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 385,124

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 3, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $27.25 to $27.79, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
December 04, 2023 Filed Dec 6, 2023 22:47 UTC
Gao HanlinChief Scientific Officer
SaleCommon Stock 1,437 $27.57 $39,622.69
Disclosure

SEC source: 0001209191-23-057662 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 905,882

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $27.25 to $27.79, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
December 04, 2023 Filed Dec 6, 2023 22:54 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 1,437 $27.57 $39,622.69
Disclosure

SEC source: 0001209191-23-057666 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 200,460

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $27.25 to $27.79, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
November 16, 2023 Filed Nov 20, 2023 21:30 UTC
Xie JianPresident and COO
SaleCommon Stock 1,617 $27.25 $44,065.03
Disclosure

SEC source: 0001209191-23-056063 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 386,903

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 1, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $27.02 to $27.54, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
November 16, 2023 Filed Nov 20, 2023 21:27 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 1,307 $27.25 $35,617.19
Disclosure

SEC source: 0001209191-23-056060 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 201,897

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 1, 2019, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 5, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $27.02 to $27.54, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
November 03, 2023 Filed Nov 7, 2023 22:10 UTC
Xie JianPresident and COO
Tax withholdingCommon Stock 7,669 $26.94 $206,602.86
Disclosure

SEC source: 0001209191-23-054622 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 388,520

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 3, 2020, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2020.

Read SEC document
November 03, 2023 Filed Nov 7, 2023 22:09 UTC
Kim PaulCFO and Treasurer
Tax withholdingCommon Stock 1,240 $26.94 $33,405.60
Disclosure

SEC source: 0001209191-23-054620 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 203,204

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 3, 2020, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2020.

Read SEC document
November 01, 2023 Filed Nov 3, 2023 20:54 UTC
Hsieh MingDirector · Chief Executive Officer · 10% owner
Tax withholdingCommon Stock 1,309 $23.75 $31,088.75
Disclosure

SEC source: 0001209191-23-054351 · doc4.xml · nonDerivative · entry 1

Hsieh Ming · CIK 0001302110 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 642,463

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 3, 2022.

Read SEC document
October 30, 2023 Filed Nov 1, 2023 21:38 UTC
Gao HanlinChief Scientific Officer
Tax withholdingCommon Stock 109 $23.64 $2,576.76
Disclosure

SEC source: 0001209191-23-054046 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 907,319

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on April 30, 2021, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on May 3, 2021.

Read SEC document
October 26, 2023 Filed Oct 30, 2023 21:27 UTC
Xie JianPresident and COO
Tax withholdingCommon Stock 19,833 $24.03 $476,487.83
Disclosure

SEC source: 0001209191-23-053874 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 396,189

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units held by the reporting person and assumed by the Issuer on November 7, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 9, 2022.

Read SEC document
October 26, 2023 Filed Oct 30, 2023 21:24 UTC
Gao HanlinChief Scientific Officer
Tax withholdingCommon Stock 5,504 $24.03 $132,233.60
Disclosure

SEC source: 0001209191-23-053870 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 907,428

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units held by the reporting person and assumed by the Issuer on November 7, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 9, 2022.

Read SEC document
October 26, 2023 Filed Oct 30, 2023 21:25 UTC
Kim PaulCFO and Treasurer
Tax withholdingCommon Stock 9,617 $24.03 $231,048.43
Disclosure

SEC source: 0001209191-23-053872 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 204,444

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units held by the reporting person and assumed by the Issuer on November 7, 2022, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 9, 2022.

Read SEC document
September 07, 2023 Filed Sep 11, 2023 20:37 UTC
Xie JianPresident and COO
SaleCommon Stock 1,492 $31.41 $46,860.59
Disclosure

SEC source: 0001209191-23-048935 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 416,022

F1 · shares: The shares were sold from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $31.345 to $31.56, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
September 07, 2023 Filed Sep 11, 2023 20:34 UTC
Gao HanlinChief Scientific Officer
SaleCommon Stock 1,041 $31.41 $32,695.62
Disclosure

SEC source: 0001209191-23-048930 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 912,932

F1 · shares: The shares were sold from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $31.345 to $31.56, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
September 07, 2023 Filed Sep 11, 2023 20:35 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 1,492 $31.41 $46,860.59
Disclosure

SEC source: 0001209191-23-048932 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 214,061

F1 · shares: The shares were sold from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $31.345 to $31.56, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
August 28, 2023 Filed Aug 30, 2023 20:54 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 10,299 $33.62 $346,296.67
Disclosure

SEC source: 0001209191-23-047749 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 215,553

F1 · price: The shares were sold in multiple transactions at prices ranging from $33.51 to $33.90, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
August 21, 2023 Filed Aug 23, 2023 21:33 UTC
Hsieh MingDirector · Chief Executive Officer · 10% owner
OtherForward sale contract (obligation to sell) · Derivative 750,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-23-047093 · doc4.xml · derivative · entry 7

Hsieh Ming · CIK 0001302110 · Director · Chief Executive Officer · 10% owner

Ming Hsieh Trust · CIK 0001836339 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Trust

Disclosed balance after: 750,000

Underlying: Common Stock · 750,000 shares

Expires 2027-08-25

F9 · derivative.exercise_price: In a separate transaction on August 21, 2023, solely for the purpose of replacing the 2021 Agreement described in footnotes 5, 6, 7, and 8 above, the Trust entered into another prepaid variable forward agreement with the Bank (the "2023 Agreement"). The 2023 Agreement obligates the Trust to deliver up to 750,000 shares of Common Stock (or, at the Trust's election, an equivalent amount of cash based on the market price of Common Stock at the time) on the specified new settlement dates in August 2027. In exchange for assuming this obligation, the Trust received a cash payment of $18,019,988.65. Under the 2023 Agreement, the Trust re-pledged 750,000 shares of Common Stock (the "2023 Pledged Shares") to secure its obligations under the 2023 Agreement, and retained voting rights in the 2023 Pledged Shares during the term of the pledge (continued in footnote 10).

F10 · derivative.exercise_price: Under the 2023 Agreement, on each of the five settlement dates in August 2027, the Trust will be obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "New Settlement Price") is less than or equal to $33.8213 (the "New Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2023 Pledged Shares to be delivered with respect to each settlement date);

F11 · derivative.exercise_price: (continued from footnote 10) (b) if the New Settlement Price is between the New Floor Price and $55.00 (the "New Cap Price"), the Trust will deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which is the New Floor Price and the denominator of which is the New Settlement Price; and (c) if the New Settlement Price is greater than the New Cap Price, the Trust will deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the New Floor Price and (y) the New Settlement Price minus the New Cap Price, and (b) the denominator of which is the New Settlement Price.

F9 · kind: In a separate transaction on August 21, 2023, solely for the purpose of replacing the 2021 Agreement described in footnotes 5, 6, 7, and 8 above, the Trust entered into another prepaid variable forward agreement with the Bank (the "2023 Agreement"). The 2023 Agreement obligates the Trust to deliver up to 750,000 shares of Common Stock (or, at the Trust's election, an equivalent amount of cash based on the market price of Common Stock at the time) on the specified new settlement dates in August 2027. In exchange for assuming this obligation, the Trust received a cash payment of $18,019,988.65. Under the 2023 Agreement, the Trust re-pledged 750,000 shares of Common Stock (the "2023 Pledged Shares") to secure its obligations under the 2023 Agreement, and retained voting rights in the 2023 Pledged Shares during the term of the pledge (continued in footnote 10).

F10 · kind: Under the 2023 Agreement, on each of the five settlement dates in August 2027, the Trust will be obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "New Settlement Price") is less than or equal to $33.8213 (the "New Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2023 Pledged Shares to be delivered with respect to each settlement date);

F11 · kind: (continued from footnote 10) (b) if the New Settlement Price is between the New Floor Price and $55.00 (the "New Cap Price"), the Trust will deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which is the New Floor Price and the denominator of which is the New Settlement Price; and (c) if the New Settlement Price is greater than the New Cap Price, the Trust will deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the New Floor Price and (y) the New Settlement Price minus the New Cap Price, and (b) the denominator of which is the New Settlement Price.

F9 · shares: In a separate transaction on August 21, 2023, solely for the purpose of replacing the 2021 Agreement described in footnotes 5, 6, 7, and 8 above, the Trust entered into another prepaid variable forward agreement with the Bank (the "2023 Agreement"). The 2023 Agreement obligates the Trust to deliver up to 750,000 shares of Common Stock (or, at the Trust's election, an equivalent amount of cash based on the market price of Common Stock at the time) on the specified new settlement dates in August 2027. In exchange for assuming this obligation, the Trust received a cash payment of $18,019,988.65. Under the 2023 Agreement, the Trust re-pledged 750,000 shares of Common Stock (the "2023 Pledged Shares") to secure its obligations under the 2023 Agreement, and retained voting rights in the 2023 Pledged Shares during the term of the pledge (continued in footnote 10).

F10 · shares: Under the 2023 Agreement, on each of the five settlement dates in August 2027, the Trust will be obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "New Settlement Price") is less than or equal to $33.8213 (the "New Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2023 Pledged Shares to be delivered with respect to each settlement date);

F11 · shares: (continued from footnote 10) (b) if the New Settlement Price is between the New Floor Price and $55.00 (the "New Cap Price"), the Trust will deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which is the New Floor Price and the denominator of which is the New Settlement Price; and (c) if the New Settlement Price is greater than the New Cap Price, the Trust will deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the New Floor Price and (y) the New Settlement Price minus the New Cap Price, and (b) the denominator of which is the New Settlement Price.

F9 · price: In a separate transaction on August 21, 2023, solely for the purpose of replacing the 2021 Agreement described in footnotes 5, 6, 7, and 8 above, the Trust entered into another prepaid variable forward agreement with the Bank (the "2023 Agreement"). The 2023 Agreement obligates the Trust to deliver up to 750,000 shares of Common Stock (or, at the Trust's election, an equivalent amount of cash based on the market price of Common Stock at the time) on the specified new settlement dates in August 2027. In exchange for assuming this obligation, the Trust received a cash payment of $18,019,988.65. Under the 2023 Agreement, the Trust re-pledged 750,000 shares of Common Stock (the "2023 Pledged Shares") to secure its obligations under the 2023 Agreement, and retained voting rights in the 2023 Pledged Shares during the term of the pledge (continued in footnote 10).

F10 · price: Under the 2023 Agreement, on each of the five settlement dates in August 2027, the Trust will be obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "New Settlement Price") is less than or equal to $33.8213 (the "New Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2023 Pledged Shares to be delivered with respect to each settlement date);

F11 · price: (continued from footnote 10) (b) if the New Settlement Price is between the New Floor Price and $55.00 (the "New Cap Price"), the Trust will deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which is the New Floor Price and the denominator of which is the New Settlement Price; and (c) if the New Settlement Price is greater than the New Cap Price, the Trust will deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the New Floor Price and (y) the New Settlement Price minus the New Cap Price, and (b) the denominator of which is the New Settlement Price.

F9 · derivative.exercise_date: In a separate transaction on August 21, 2023, solely for the purpose of replacing the 2021 Agreement described in footnotes 5, 6, 7, and 8 above, the Trust entered into another prepaid variable forward agreement with the Bank (the "2023 Agreement"). The 2023 Agreement obligates the Trust to deliver up to 750,000 shares of Common Stock (or, at the Trust's election, an equivalent amount of cash based on the market price of Common Stock at the time) on the specified new settlement dates in August 2027. In exchange for assuming this obligation, the Trust received a cash payment of $18,019,988.65. Under the 2023 Agreement, the Trust re-pledged 750,000 shares of Common Stock (the "2023 Pledged Shares") to secure its obligations under the 2023 Agreement, and retained voting rights in the 2023 Pledged Shares during the term of the pledge (continued in footnote 10).

F10 · derivative.exercise_date: Under the 2023 Agreement, on each of the five settlement dates in August 2027, the Trust will be obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "New Settlement Price") is less than or equal to $33.8213 (the "New Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2023 Pledged Shares to be delivered with respect to each settlement date);

F11 · derivative.exercise_date: (continued from footnote 10) (b) if the New Settlement Price is between the New Floor Price and $55.00 (the "New Cap Price"), the Trust will deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which is the New Floor Price and the denominator of which is the New Settlement Price; and (c) if the New Settlement Price is greater than the New Cap Price, the Trust will deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the New Floor Price and (y) the New Settlement Price minus the New Cap Price, and (b) the denominator of which is the New Settlement Price.

F1 · ownership.nature: Securities held by The Ming Hsieh Trust (the "Trust"). Mr. Hsieh is the trustee of the Trust and possesses the sole voting and dispositive power with respect to securities held by the Trust.

F9 · ownership.nature: In a separate transaction on August 21, 2023, solely for the purpose of replacing the 2021 Agreement described in footnotes 5, 6, 7, and 8 above, the Trust entered into another prepaid variable forward agreement with the Bank (the "2023 Agreement"). The 2023 Agreement obligates the Trust to deliver up to 750,000 shares of Common Stock (or, at the Trust's election, an equivalent amount of cash based on the market price of Common Stock at the time) on the specified new settlement dates in August 2027. In exchange for assuming this obligation, the Trust received a cash payment of $18,019,988.65. Under the 2023 Agreement, the Trust re-pledged 750,000 shares of Common Stock (the "2023 Pledged Shares") to secure its obligations under the 2023 Agreement, and retained voting rights in the 2023 Pledged Shares during the term of the pledge (continued in footnote 10).

F10 · ownership.nature: Under the 2023 Agreement, on each of the five settlement dates in August 2027, the Trust will be obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "New Settlement Price") is less than or equal to $33.8213 (the "New Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2023 Pledged Shares to be delivered with respect to each settlement date);

F11 · ownership.nature: (continued from footnote 10) (b) if the New Settlement Price is between the New Floor Price and $55.00 (the "New Cap Price"), the Trust will deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which is the New Floor Price and the denominator of which is the New Settlement Price; and (c) if the New Settlement Price is greater than the New Cap Price, the Trust will deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the New Floor Price and (y) the New Settlement Price minus the New Cap Price, and (b) the denominator of which is the New Settlement Price.

Read SEC document
August 21, 2023 Filed Aug 23, 2023 21:33 UTC
Hsieh MingDirector · Chief Executive Officer · 10% owner
OtherForward sale contract (obligation to sell) · Derivative 750,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-23-047093 · doc4.xml · derivative · entry 6

Hsieh Ming · CIK 0001302110 · Director · Chief Executive Officer · 10% owner

Ming Hsieh Trust · CIK 0001836339 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Trust

Disclosed balance after: 0

Underlying: Common Stock · 750,000 shares

Expires 2025-09-12

F5 · derivative.exercise_price: On August 21, 2023, the Trust terminated a prepaid variable forward agreement that was entered into on September 10, 2021 (the "2021 Agreement") with an unaffiliated bank (the "Bank") for a negotiated settlement price of $25,365,975.00 payable by the Trust in cash. The funds for such termination were obtained, in part, by the Trust entering into a new prepaid variable forward agreement (see Footnotes 9, 10 and 11 below). The 2021 Agreement obligated the Trust to deliver up to 750,000 shares of the Issuer's common stock, par value $0.0001 (the "Common Stock") to the Bank (or, at the Trust's election, an equivalent amount of cash based on the market price of the Common Stock at that time) on the settlement dates of the 2021 Agreement in September 2025 (continued in Footnote 6).

F6 · derivative.exercise_price: In exchange for entering into the 2021 Agreement and assuming the obligations thereunder, the Trust received a cash payment of $51,859,800. The Trust pledged 750,000 shares of Common Stock (the "2021 Pledged Shares") to secure its obligations under the 2021 Agreement, and retained voting rights in the 2021 Pledged Shares during the term of the pledge (and thereafter if the Trust settled the 2021 Agreement in cash).

F7 · derivative.exercise_price: Under the 2021 Agreement, on each of the specified five settlement dates in September 2025, the Trust was obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "Old Settlement Price") is less than or equal to $82.9757 (the "Old Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2021 Pledged Shares to be delivered with respect to each settlement date);

F8 · derivative.exercise_price: (continued from footnote 7) (b) if the Old Settlement Price was between the Old Floor Price and $129.0733 (the "Old Cap Price"), the Trust would deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which was the Old Floor Price and the denominator of which was the Old Settlement Price; and (c) if the Old Settlement Price was greater than the Old Cap Price, the Trust would deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which was the sum of (x) the Old Floor Price and (y) the Old Settlement Price minus the Old Cap Price, and (b) the denominator of which was the Old Settlement Price.

F5 · kind: On August 21, 2023, the Trust terminated a prepaid variable forward agreement that was entered into on September 10, 2021 (the "2021 Agreement") with an unaffiliated bank (the "Bank") for a negotiated settlement price of $25,365,975.00 payable by the Trust in cash. The funds for such termination were obtained, in part, by the Trust entering into a new prepaid variable forward agreement (see Footnotes 9, 10 and 11 below). The 2021 Agreement obligated the Trust to deliver up to 750,000 shares of the Issuer's common stock, par value $0.0001 (the "Common Stock") to the Bank (or, at the Trust's election, an equivalent amount of cash based on the market price of the Common Stock at that time) on the settlement dates of the 2021 Agreement in September 2025 (continued in Footnote 6).

F6 · kind: In exchange for entering into the 2021 Agreement and assuming the obligations thereunder, the Trust received a cash payment of $51,859,800. The Trust pledged 750,000 shares of Common Stock (the "2021 Pledged Shares") to secure its obligations under the 2021 Agreement, and retained voting rights in the 2021 Pledged Shares during the term of the pledge (and thereafter if the Trust settled the 2021 Agreement in cash).

F7 · kind: Under the 2021 Agreement, on each of the specified five settlement dates in September 2025, the Trust was obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "Old Settlement Price") is less than or equal to $82.9757 (the "Old Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2021 Pledged Shares to be delivered with respect to each settlement date);

F8 · kind: (continued from footnote 7) (b) if the Old Settlement Price was between the Old Floor Price and $129.0733 (the "Old Cap Price"), the Trust would deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which was the Old Floor Price and the denominator of which was the Old Settlement Price; and (c) if the Old Settlement Price was greater than the Old Cap Price, the Trust would deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which was the sum of (x) the Old Floor Price and (y) the Old Settlement Price minus the Old Cap Price, and (b) the denominator of which was the Old Settlement Price.

F5 · shares: On August 21, 2023, the Trust terminated a prepaid variable forward agreement that was entered into on September 10, 2021 (the "2021 Agreement") with an unaffiliated bank (the "Bank") for a negotiated settlement price of $25,365,975.00 payable by the Trust in cash. The funds for such termination were obtained, in part, by the Trust entering into a new prepaid variable forward agreement (see Footnotes 9, 10 and 11 below). The 2021 Agreement obligated the Trust to deliver up to 750,000 shares of the Issuer's common stock, par value $0.0001 (the "Common Stock") to the Bank (or, at the Trust's election, an equivalent amount of cash based on the market price of the Common Stock at that time) on the settlement dates of the 2021 Agreement in September 2025 (continued in Footnote 6).

F6 · shares: In exchange for entering into the 2021 Agreement and assuming the obligations thereunder, the Trust received a cash payment of $51,859,800. The Trust pledged 750,000 shares of Common Stock (the "2021 Pledged Shares") to secure its obligations under the 2021 Agreement, and retained voting rights in the 2021 Pledged Shares during the term of the pledge (and thereafter if the Trust settled the 2021 Agreement in cash).

F7 · shares: Under the 2021 Agreement, on each of the specified five settlement dates in September 2025, the Trust was obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "Old Settlement Price") is less than or equal to $82.9757 (the "Old Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2021 Pledged Shares to be delivered with respect to each settlement date);

F8 · shares: (continued from footnote 7) (b) if the Old Settlement Price was between the Old Floor Price and $129.0733 (the "Old Cap Price"), the Trust would deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which was the Old Floor Price and the denominator of which was the Old Settlement Price; and (c) if the Old Settlement Price was greater than the Old Cap Price, the Trust would deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which was the sum of (x) the Old Floor Price and (y) the Old Settlement Price minus the Old Cap Price, and (b) the denominator of which was the Old Settlement Price.

F5 · price: On August 21, 2023, the Trust terminated a prepaid variable forward agreement that was entered into on September 10, 2021 (the "2021 Agreement") with an unaffiliated bank (the "Bank") for a negotiated settlement price of $25,365,975.00 payable by the Trust in cash. The funds for such termination were obtained, in part, by the Trust entering into a new prepaid variable forward agreement (see Footnotes 9, 10 and 11 below). The 2021 Agreement obligated the Trust to deliver up to 750,000 shares of the Issuer's common stock, par value $0.0001 (the "Common Stock") to the Bank (or, at the Trust's election, an equivalent amount of cash based on the market price of the Common Stock at that time) on the settlement dates of the 2021 Agreement in September 2025 (continued in Footnote 6).

F6 · price: In exchange for entering into the 2021 Agreement and assuming the obligations thereunder, the Trust received a cash payment of $51,859,800. The Trust pledged 750,000 shares of Common Stock (the "2021 Pledged Shares") to secure its obligations under the 2021 Agreement, and retained voting rights in the 2021 Pledged Shares during the term of the pledge (and thereafter if the Trust settled the 2021 Agreement in cash).

F7 · price: Under the 2021 Agreement, on each of the specified five settlement dates in September 2025, the Trust was obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "Old Settlement Price") is less than or equal to $82.9757 (the "Old Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2021 Pledged Shares to be delivered with respect to each settlement date);

F8 · price: (continued from footnote 7) (b) if the Old Settlement Price was between the Old Floor Price and $129.0733 (the "Old Cap Price"), the Trust would deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which was the Old Floor Price and the denominator of which was the Old Settlement Price; and (c) if the Old Settlement Price was greater than the Old Cap Price, the Trust would deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which was the sum of (x) the Old Floor Price and (y) the Old Settlement Price minus the Old Cap Price, and (b) the denominator of which was the Old Settlement Price.

F5 · derivative.exercise_date: On August 21, 2023, the Trust terminated a prepaid variable forward agreement that was entered into on September 10, 2021 (the "2021 Agreement") with an unaffiliated bank (the "Bank") for a negotiated settlement price of $25,365,975.00 payable by the Trust in cash. The funds for such termination were obtained, in part, by the Trust entering into a new prepaid variable forward agreement (see Footnotes 9, 10 and 11 below). The 2021 Agreement obligated the Trust to deliver up to 750,000 shares of the Issuer's common stock, par value $0.0001 (the "Common Stock") to the Bank (or, at the Trust's election, an equivalent amount of cash based on the market price of the Common Stock at that time) on the settlement dates of the 2021 Agreement in September 2025 (continued in Footnote 6).

F6 · derivative.exercise_date: In exchange for entering into the 2021 Agreement and assuming the obligations thereunder, the Trust received a cash payment of $51,859,800. The Trust pledged 750,000 shares of Common Stock (the "2021 Pledged Shares") to secure its obligations under the 2021 Agreement, and retained voting rights in the 2021 Pledged Shares during the term of the pledge (and thereafter if the Trust settled the 2021 Agreement in cash).

F7 · derivative.exercise_date: Under the 2021 Agreement, on each of the specified five settlement dates in September 2025, the Trust was obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "Old Settlement Price") is less than or equal to $82.9757 (the "Old Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2021 Pledged Shares to be delivered with respect to each settlement date);

F8 · derivative.exercise_date: (continued from footnote 7) (b) if the Old Settlement Price was between the Old Floor Price and $129.0733 (the "Old Cap Price"), the Trust would deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which was the Old Floor Price and the denominator of which was the Old Settlement Price; and (c) if the Old Settlement Price was greater than the Old Cap Price, the Trust would deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which was the sum of (x) the Old Floor Price and (y) the Old Settlement Price minus the Old Cap Price, and (b) the denominator of which was the Old Settlement Price.

F1 · ownership.nature: Securities held by The Ming Hsieh Trust (the "Trust"). Mr. Hsieh is the trustee of the Trust and possesses the sole voting and dispositive power with respect to securities held by the Trust.

F5 · ownership.nature: On August 21, 2023, the Trust terminated a prepaid variable forward agreement that was entered into on September 10, 2021 (the "2021 Agreement") with an unaffiliated bank (the "Bank") for a negotiated settlement price of $25,365,975.00 payable by the Trust in cash. The funds for such termination were obtained, in part, by the Trust entering into a new prepaid variable forward agreement (see Footnotes 9, 10 and 11 below). The 2021 Agreement obligated the Trust to deliver up to 750,000 shares of the Issuer's common stock, par value $0.0001 (the "Common Stock") to the Bank (or, at the Trust's election, an equivalent amount of cash based on the market price of the Common Stock at that time) on the settlement dates of the 2021 Agreement in September 2025 (continued in Footnote 6).

F6 · ownership.nature: In exchange for entering into the 2021 Agreement and assuming the obligations thereunder, the Trust received a cash payment of $51,859,800. The Trust pledged 750,000 shares of Common Stock (the "2021 Pledged Shares") to secure its obligations under the 2021 Agreement, and retained voting rights in the 2021 Pledged Shares during the term of the pledge (and thereafter if the Trust settled the 2021 Agreement in cash).

F7 · ownership.nature: Under the 2021 Agreement, on each of the specified five settlement dates in September 2025, the Trust was obligated to deliver to the Bank a number of shares of Common Stock determined as follows (or, at the Trust's election, an equivalent amount of cash): (a) if the closing price of the Common Stock on the related valuation date (the "Old Settlement Price") is less than or equal to $82.9757 (the "Old Floor Price"), the Trust will deliver to the Bank 150,000 shares (i.e., the ratable portion of the 2021 Pledged Shares to be delivered with respect to each settlement date);

F8 · ownership.nature: (continued from footnote 7) (b) if the Old Settlement Price was between the Old Floor Price and $129.0733 (the "Old Cap Price"), the Trust would deliver to the Bank a number of shares of Common Stock equal to 150,000 shares multiplied by a fraction, the numerator of which was the Old Floor Price and the denominator of which was the Old Settlement Price; and (c) if the Old Settlement Price was greater than the Old Cap Price, the Trust would deliver to the Bank the number of shares of Common Stock equal to the product of (i) 150,000 shares and (ii) a fraction (a) the numerator of which was the sum of (x) the Old Floor Price and (y) the Old Settlement Price minus the Old Cap Price, and (b) the denominator of which was the Old Settlement Price.

Read SEC document
August 17, 2023 Filed Aug 21, 2023 20:43 UTC
Xie JianPresident and COO
SaleCommon Stock 1,307 $33.88 $44,282.60
Disclosure

SEC source: 0001209191-23-046720 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 417,514

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 1, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $33.55 to $34.19, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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August 17, 2023 Filed Aug 21, 2023 20:34 UTC
Gao HanlinChief Scientific Officer
SaleCommon Stock 342 $33.88 $11,587.34
Disclosure

SEC source: 0001209191-23-046712 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 913,973

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2019, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $33.55 to $34.19, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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August 17, 2023 Filed Aug 21, 2023 20:40 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 1,307 $33.88 $44,282.60
Disclosure

SEC source: 0001209191-23-046715 · doc4.xml · nonDerivative · entry 2

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 225,852

F3 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 1, 2019, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 5, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $33.55 to $34.19, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

Read SEC document
August 17, 2023 Filed Aug 21, 2023 20:40 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 491 $33.88 $16,635.62
Disclosure

SEC source: 0001209191-23-046715 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 227,159

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2019, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $33.55 to $34.19, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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August 03, 2023 Filed Aug 7, 2023 21:38 UTC
Xie JianPresident and COO
Tax withholdingCommon Stock 6,198 $40.08 $248,415.84
Disclosure

SEC source: 0001209191-23-044860 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 418,821

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 3, 2020, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2020.

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August 03, 2023 Filed Aug 7, 2023 21:34 UTC
Kim PaulCFO and Treasurer
Tax withholdingCommon Stock 1,240 $40.08 $49,699.20
Disclosure

SEC source: 0001209191-23-044857 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 227,650

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 3, 2020, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2020.

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August 01, 2023 Filed Aug 3, 2023 21:26 UTC
Xie JianPresident and COO
Tax withholdingCommon Stock 775 $38.83 $30,093.25
Disclosure

SEC source: 0001209191-23-044509 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 425,019

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2019.

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August 01, 2023 Filed Aug 3, 2023 21:24 UTC
Hsieh MingDirector · Chief Executive Officer · 10% owner
Tax withholdingCommon Stock 4,783 $38.83 $185,723.89
Disclosure

SEC source: 0001209191-23-044504 · doc4.xml · nonDerivative · entry 1

Hsieh Ming · CIK 0001302110 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 643,772

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 3, 2022.

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July 30, 2023 Filed Aug 1, 2023 21:14 UTC
Gao HanlinChief Scientific Officer
Tax withholdingCommon Stock 76 $38.63 $2,935.88
Disclosure

SEC source: 0001209191-23-044023 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 914,315

F1 · shares: The shares were withheld from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on April 30, 2021, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on May 3, 2021.

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June 02, 2023 Filed Jun 6, 2023 21:11 UTC
Xie JianPresident and COO
SaleCommon Stock 1,433 $40.30 $57,744.31
Disclosure

SEC source: 0001209191-23-034803 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 425,794

F1 · shares: The shares were sold from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $39.79 to $40.75, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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June 02, 2023 Filed Jun 6, 2023 21:06 UTC
Gao HanlinChief Scientific Officer
SaleCommon Stock 1,000 $40.30 $40,296.10
Disclosure

SEC source: 0001209191-23-034790 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 914,391

F1 · shares: The shares were sold from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $39.79 to $40.75, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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June 02, 2023 Filed Jun 6, 2023 21:09 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 1,403 $40.30 $56,535.43
Disclosure

SEC source: 0001209191-23-034797 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 228,890

F1 · shares: The shares were sold from the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on February 28, 2022, which grants were originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on March 2, 2022.

F2 · price: The shares were sold in multiple transactions at prices ranging from $39.79 to $40.75, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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May 18, 2023 Filed May 22, 2023 20:55 UTC GrantStock Option (Right to Buy) · Derivative 6,759 $0.00 Strike: $35.58 $0.00
Disclosure

SEC source: 0001209191-23-031496 · doc4.xml · derivative · entry 1

GROVES REGINA E · CIK 0001653877 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 6,759

Underlying: Common Stock · 6,759 shares

Expires 2033-05-17

F1 · derivative.exercise_date: The shares subject to the option vest over a period of four years, with 1/4th of such shares vesting 12 months after May 18, 2023, and 1/16th of such shares vesting at the end of every three month period thereafter over the remaining 36 months, subject to the reporting person's continued service for Issuer on each vesting date.

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May 18, 2023 Filed May 22, 2023 20:45 UTC GrantStock Option (Right to Buy) · Derivative 3,380 $0.00 Strike: $35.58 $0.00
Disclosure

SEC source: 0001209191-23-031485 · doc4.xml · derivative · entry 2

Nohaile Michael · CIK 0001890563 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,380

Underlying: Common Stock · 3,380 shares

Expires 2033-05-17

F2 · derivative.exercise_date: The shares subject to the option vest over a period of four years, with 1/4th of such shares vesting 12 months after May 18, 2023, and 1/16th of such shares vesting at the end of every three month period thereafter over the remaining 36 months, subject to the reporting person's continued service for Issuer on each vesting date.

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May 18, 2023 Filed May 22, 2023 20:45 UTC GrantCommon Stock 2,529 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-031485 · doc4.xml · nonDerivative · entry 1

Nohaile Michael · CIK 0001890563 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 6,529

F1 · shares: Restricted stock units. The shares subject to the restricted stock units vest over a period of four years, with 1/4th of such shares vesting 12 months after May 18, 2023, and 1/16th of such shares vesting at the end of every three month period thereafter over the remaining 36 months, subject to continued service for Issuer on each vesting date.

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May 18, 2023 Filed May 22, 2023 20:38 UTC
Dong LindaDirector
GrantCommon Stock 5,059 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-031477 · doc4.xml · nonDerivative · entry 1

Marsh Linda · CIK 0001765204 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 10,659

F1 · shares: Restricted stock units. The shares subject to the restricted stock units vest over a period of four years, with 1/4th of such shares vesting 12 months after May 18, 2023, and 1/16th of such shares vesting at the end of every three month period thereafter over the remaining 36 months, subject to continued service for Issuer on each vesting date.

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May 17, 2023 Filed May 19, 2023 20:23 UTC
Xie JianPresident and COO
SaleCommon Stock 1,320 $35.46 $46,810.24
Disclosure

SEC source: 0001209191-23-031001 · doc4.xml · nonDerivative · entry 1

Xie Jian · CIK 0001819718 · President and COO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 427,227

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 1, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $34.96 to $36.15, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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May 17, 2023 Filed May 19, 2023 20:15 UTC
Gao HanlinChief Scientific Officer
SaleCommon Stock 345 $35.46 $12,234.49
Disclosure

SEC source: 0001209191-23-030994 · doc4.xml · nonDerivative · entry 1

Gao Hanlin · CIK 0001684532 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 915,391

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2019, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $34.96 to $36.15, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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May 17, 2023 Filed May 19, 2023 20:19 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 345 $35.46 $12,234.49
Disclosure

SEC source: 0001209191-23-030998 · doc4.xml · nonDerivative · entry 2

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 230,293

F3 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on August 1, 2019, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on August 5, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $34.96 to $36.15, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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May 17, 2023 Filed May 19, 2023 20:19 UTC
Kim PaulCFO and Treasurer
SaleCommon Stock 921 $35.46 $32,660.78
Disclosure

SEC source: 0001209191-23-030998 · doc4.xml · nonDerivative · entry 1

Kim Paul · CIK 0001253820 · CFO and Treasurer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 230,638

F1 · shares: The shares were sold by the reporting person to satisfy the tax withholding obligations that arose upon the vesting of certain restricted stock units granted to the reporting person on November 1, 2019, which grant was originally reported on Form 4 filed with the U.S. Securities and Exchange Commission on November 5, 2019.

F2 · price: The shares were sold in multiple transactions at prices ranging from $34.96 to $36.15, inclusive. The reported price reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.