NMSIC Co-Investment Fund, L.P. 3

Accession 0000899243-19-023897

CIK 0001274737other

View on SEC.gov Company Profile

Filed

Sep 17, 8:00 PM ET

Accepted

Sep 18, 9:50 PM ET

Size

23.4 KB

Accession

0000899243-19-023897

Insider Transaction Report

Form 3

Period: 2019-09-18

EXAGEN INC.XGN

NMSIC Co-Investment Fund, L.P.

10% Owner

Holdings

Series A-3 Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (3,306 underlying)
Series D Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (58,882 underlying)
Warrants
(indirect: See footnotes)
Exercise: $688.63→ Common Stock (2,281 underlying)
Warrants
(indirect: See footnotes)
Exercise: $1.84→ Common Stock (69,696 underlying)
Series E Redeemable Convertible Preferred
(indirect: See footnotes)
→ Common Stock (1,121,229 underlying)
Series H Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (288,912 underlying)
Warrants
(indirect: See footnotes)
Exercise: $14.32→ Series E Redeemable Convertible Preferred Stock (1,135,886 underlying)
Common Stock
(indirect: See footnotes)
12,074
Series C Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (141,046 underlying)
Series F Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (615,123 underlying)
Warrants
(indirect: See footnotes)
Exercise: $1.84→ Common Stock (280,127 underlying)

NMSIC Focused LLC

10% Owner

Holdings

Warrants
(indirect: See footnotes)
Exercise: $1.84→ Common Stock (280,127 underlying)
Series D Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (58,882 underlying)
Series H Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (288,912 underlying)
Series E Redeemable Convertible Preferred
(indirect: See footnotes)
→ Common Stock (1,121,229 underlying)
Series A-3 Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (3,306 underlying)
Common Stock
(indirect: See footnotes)
12,074
Warrants
(indirect: See footnotes)
Exercise: $688.63→ Common Stock (2,281 underlying)
Warrants
(indirect: See footnotes)
Exercise: $1.84→ Common Stock (69,696 underlying)
Warrants
(indirect: See footnotes)
Exercise: $14.32→ Series E Redeemable Convertible Preferred Stock (1,135,886 underlying)
Series C Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (141,046 underlying)
Series F Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (615,123 underlying)

Sun Mountain Capital Partners LLC

10% Owner

Holdings

Series A-3 Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (3,306 underlying)
Warrants
(indirect: See footnotes)
Exercise: $1.84→ Common Stock (69,696 underlying)
Warrants
(indirect: See footnotes)
Exercise: $1.84→ Common Stock (280,127 underlying)
Series C Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (141,046 underlying)
Common Stock
(indirect: See footnotes)
12,074
Warrants
(indirect: See footnotes)
Exercise: $14.32→ Series E Redeemable Convertible Preferred Stock (1,135,886 underlying)
Series E Redeemable Convertible Preferred
(indirect: See footnotes)
→ Common Stock (1,121,229 underlying)
Series F Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (615,123 underlying)
Warrants
(indirect: See footnotes)
Exercise: $688.63→ Common Stock (2,281 underlying)
Series D Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (58,882 underlying)
Series H Redeemable Convertible Preferred Stock
(indirect: See footnotes)
→ Common Stock (288,912 underlying)

Footnotes (14)

[F1]The shares reported on this form are held of record by NMSIC Co-Investment Fund, L.P. ("NMSIC") and NMSIC Focused, LLC ("NMSIC Focused"). NMSIC is the sole member of NMSIC Focused. Sun Mountain Capital Partners LLC ("Sun Mountain") is the general partner of NMSIC. The controlling members of Sun Mountain are Brian Birk, Sally Coming and Lee Rand. As such, each of these entities and individuals may be deemed to share beneficial ownership of the shares held of record by NMSIC and NMSIC Focused. Each of Sun Mountain, Mr. Birk, Ms. Coming and Mr. Rand disclaims beneficial ownership of the securities held of record by NMSIC and NMSIC Focused.
[F10]The Series D Redeemable Convertible Preferred Stock (the "Series D") is convertible into the Issuer's Common Stock on a 57.294-for-one basis at the holder's election and has no expiration date. The Series D will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.
[F11]The Series E Redeemable Convertible Preferred Stock (the "Series E") is convertible into the Issuer's Common Stock on a 57.294-for-one basis at the holder's election and has no expiration date. The Series E will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.
[F12]Includes 448,921 and 672,308 shares of common stock underlying the Series E shares held by NMSIC and NMSIC Focused, respectively.
[F13]The Series F Redeemable Convertible Preferred Stock ("Series F") is convertible into the Issuer's Common Stock on a 183.635-for-one basis at the holder's election and has no expiration date. The Series F will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.
[F14]The Series H Redeemable Convertible Preferred Stock ("Series H") is convertible into the Issuer's Common Stock on a 183.635-for-one basis at the holder's election and has no expiration date. The Series H will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.
[F2]Includes 7,555 and 4,519 shares held by NMSIC and NMSIC Focused, respectively.
[F3]The warrants are currently exercisable and will terminate upon closing of the Issuer's initial public offering.
[F4]Represents securities held of record by NMSIC.
[F5]The warrants are currently exercisable and will expire on January 19, 2026.
[F6]Represents securities held of record by NMSIC Focused.
[F7]The warrants are currently exercisable and will expire on March 31, 2026.
[F8]The Series A-3 Redeemable Convertible Preferred Stock (the "Series A-3") is convertible into the Issuer's Common Stock on a 183.635-for-one basis at the holder's election and has no expiration date. The Series A-3 will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.
[F9]The Series C Redeemable Convertible Preferred Stock (the "Series C") is convertible into the Issuer's Common Stock on a 57.294-for-one basis at the holder's election and has no expiration date. The Series C will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.

Documents

1 file

3
doc3.xmlPrimary
FORM 3 SUBMISSION

Issuer

EXAGEN INC.

CIK 0001274737

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001788331

Filing Metadata

Form type: 3
Filed: Sep 17, 8:00 PM ET
Accepted: Sep 18, 9:50 PM ET
Size: 23.4 KB

View on SEC.gov