Dalen Meeter - Feb 21, 2025 Form 4 Insider Report for Singular Genomics Systems, Inc. (OMIC)

Signature
/s/ Dalen Meeter
Stock symbol
OMIC
Transactions as of
Feb 21, 2025
Transactions value $
-$157,480
Form type
4
Date filed
2/25/2025, 08:11 PM
Previous filing
Feb 11, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OMIC Common Stock Disposed to Issuer -9.5K -100% 0 Feb 21, 2025 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $0 -833 -100% $0.00 0 Feb 21, 2025 Common Stock 833 $660.00 Direct F2, F3
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $0 -1.67K -100% $0.00 0 Feb 21, 2025 Common Stock 1.67K $268.50 Direct F2, F3
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $0 -6.25K -100% $0.00 0 Feb 21, 2025 Common Stock 6.25K $225.00 Direct F2, F3
transaction OMIC Stock Option (Right to Buy) Disposed to Issuer $0 -6.67K -100% $0.00 0 Feb 21, 2025 Common Stock 6.67K $38.40 Direct F2, F3
transaction OMIC Restricted Stock Unit Disposed to Issuer -$120K -6K -100% $20.00 0 Feb 21, 2025 Common Stock 6K Direct F4, F5
transaction OMIC Restricted Stock Unit Disposed to Issuer -$37.5K -1.87K -100% $20.00 0 Feb 21, 2025 Common Stock 1.87K Direct F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Dalen Meeter is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The shares were disposed of pursuant to the Agreement and Plan of Merger, dated as of December 22, 2024 (the "Merger Agreement"), by and among the Issuer, Singular Genomics Parent, LLC, a Delaware limited liability company, and Saturn Merger Sub, Inc., a Delaware corporation, whereby, at the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of Issuer common stock were cancelled and automatically converted into the right to receive $20.00 per share in cash, without interest, less all applicable deductions and withholdings (the "Merger Consideration").
F2 As of the Effective Time, each outstanding option, to the extent unvested, was accelerated and became fully vested and exercisable.
F3 Pursuant to the Merger Agreement, and after giving effect to the acceleration treatment set forth in footnote (4), each vested stock option was cancelled and automatically converted into the right to receive an amount in cash determined by multiplying (x) the excess, if any, of the Merger Consideration over the applicable exercise price of such option by (y) the number of vested shares subject to such option (the "Option Payment"), less all applicable deductions and withholdings; provided, however, that the Option Payment for each option with an exercise price equal to or greater than $20.00 was $0 and such option was cancelled for no consideration.
F4 Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
F5 The RSU was subject to a service-based vesting condition over a four-year period in 16 equal quarterly installments measured from February 9, 2024. As of the Effective Time, the vesting of the RSU was accelerated in full. Pursuant to the Merger Agreement, and after giving effect to the acceleration treatment set forth in the preceding sentence, each vested RSU was canceled and automatically converted into the right to receive, without interest and less any applicable tax withholdings, $20.00 in cash.
F6 The RSU was subject to a service-based vesting condition over a four-year period in 16 equal quarterly installments measured from March 15, 2023. As of the Effective Time, the vesting of the RSU was accelerated in full. Pursuant to the Merger Agreement, and after giving effect to the acceleration treatment set forth in the preceding sentence, each vested RSU was canceled and automatically converted into the right to receive, without interest and less any applicable tax withholdings, $20.00 in cash.