Atay Oguzhan 4

Accession 0001193125-25-278140

CIK 0002070849other

View on SEC.gov Company Profile

Filed

Nov 11, 7:00 PM ET

Accepted

Nov 12, 6:14 PM ET

Size

29.1 KB

Accession

0001193125-25-278140

Insider Transaction Report

Form 4

Period: 2025-11-07

BillionToOne, Inc.BLLN

Atay Oguzhan

DirectorSee Remarks

Transactions

Conversion
Common Stock
2025-11-07+262,434→ 262,434 total
Other
Common Stock
2025-11-07−1,965,108→ 0 total
Other
Common Stock
2025-11-07−200,000→ 0 total(indirect: By Spouse)
Other
Class A Common Stock
2025-11-07+1,965,108→ 2,227,542 total
Other
Class A Common Stock
2025-11-07+200,000→ 200,000 total(indirect: By Spouse)
Other
Class A Common Stock
2025-11-07−2,227,542→ 0 total
Other
Class B Common Stock
2025-11-07+2,227,542→ 2,227,542 total
→ Class A Common Stock (2,227,542 underlying)
Other
Stock Option (right to buy)
2025-11-07−640,000→ 0 total
Exercise: $2.80Exp: 2031-06-07→ Common Stock (640,000 underlying)
Other
Common Stock
2025-11-07−262,434→ 0 total
Other
Class A Common Stock
2025-11-07+262,434→ 262,434 total
Conversion
Series A-1 Convertible Preferred Stock
2025-11-07−262,434→ 0 total
→ Common Stock (262,434 underlying)
Other
Stock Option (right to buy)
2025-11-07+640,000→ 640,000 total
Exercise: $2.80Exp: 2031-06-07→ Class A Common Stock (640,000 underlying)
Other
Stock Option (right to buy)
2025-11-07−1,003,102→ 0 total
Exercise: $20.04Exp: 2035-06-18→ Common Stock (1,003,102 underlying)
Other
Stock Option (right to buy)
2025-11-07+1,003,102→ 1,003,102 total
Exercise: $20.04Exp: 2035-06-18→ Class A Common Stock (1,003,102 underlying)

Footnotes (8)

[F1]The total represents shares received upon conversion of shares of Series A-1 Convertible Preferred Stock.
[F2]The reported security converted into the Issuer's Common Stock on a one-for-one basis automatically immediately prior to the closing of the Issuer's initial public offering of Class A common stock (the "Offering") without payment of further consideration. The shares have no expiration date.
[F3]Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock was automatically reclassified into one share of Class A common stock immediately prior to the completion of the Offering.
[F4]Represents shares held by the Reporting Person's spouse.
[F5]Following the reclassification of Common Stock into Class A Common Stock, these shares of Class A common stock were exchanged at a 1:1 ratio for shares of Class B common stock in a transaction previously approved by the Issuer's board of directors.
[F6]Each share of Class B Common Stock is convertible into one share of Class A common stock at the option of the holder. Class B common stock will convert automatically on a one-for-one basis into shares of the Issuer's Class A common stock upon the earliest of (i) seven years from the date of filing of the amended and restated certificate of incorporation, in connection with the Offering and (ii) the date specified by a vote of the holders of Class B common stock representing a majority of the outstanding shares of Class B common stock.
[F7]The options are fully vested and exercisable.
[F8]The options are subject to a service-based vesting requirement, which shall be satisfied over a six-year period. The options vest and become exercisable in equal monthly installments commencing on June 11, 2025, subject to the Reporting Person's continuous service with the Issuer through each such vesting date.

Documents

1 file

4
ownership.xmlPrimary
4

Issuer

BillionToOne, Inc.

CIK 0002070849

→

Entity typeother

Related Parties

filerCIK 0002088549

Filing Metadata

Form type: 4
Filed: Nov 11, 7:00 PM ET
Accepted: Nov 12, 6:14 PM ET
Size: 29.1 KB

View on SEC.gov