Sec Form 3 Filing - H.I.G. Bio-Exagen, L.P. @ EXAGEN INC. - 2019-09-18

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person H.I.G. Bio-Exagen, L.P. 2. Issuer Name and Ticker or Trading Symbol EXAGEN INC. [ XGN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1450 BRICKELL AVENUE, 31ST FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/18/2019 (Street) MIAMI, FL33131 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series H Redeemable Convertible Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 1,271,252 I See footnote ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other H.I.G. Bio-Exagen, L.P. 1450 BRICKELL AVENUE, 31ST FLOOR MIAMI, FL33131 X H.I.G.-GPII, Inc. 1450 BRICKELL AVENUE, 31ST FLOOR MIAMI, FL33131 X TAMER ANTHONY 1450 BRICKELL AVENUE, 31ST FLOOR MIAMI, FL33131 X MNAYMNEH SAMI 1450 BRICKELL AVENUE, 31ST FLOOR MIAMI, FL33131 X Signatures H.I.G. Bio-Exagen, L.P., By: H.I.G.-GPII, Inc., its general partner, By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory 09/18/2019 Signature of Reporting Person Date H.I.G.-GPII, Inc., By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory 09/18/2019 Signature of Reporting Person Date /s/ Anthony Tamer 09/18/2019 Signature of Reporting Person Date /s/ Sami Mnaymneh 09/18/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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. ( 2 )The shares reported on this form are held of record by H.I.G. Bio-Exagen, L.P. ("H.I.G."). H.I.G.-GPII, Inc. ("H.I.G. GP") is the general partner of H.I.G. and has sole voting and investment control over the shares owned by H.I.G. Anthony Tamer and Sami Mnaymneh are the sole shareholders of H.I.G. GP and may be deemed to share beneficial ownership of the shares held by H.I.G. Bio-Exagen, L.P. Each of Mr. Tamer and Mr. Mnaymneh disclaims beneficial ownership of the shares reported herein except to the extent of their pecuniary interest, if any.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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