Sec Form 4 Filing - WARBURG PINCUS LLC @ Outset Medical, Inc. - 2020-09-17

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
WARBURG PINCUS LLC
2. Issuer Name and Ticker or Trading Symbol
Outset Medical, Inc. [ OM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O WARBURG PINCUS LLC, 450 LEXINGTON AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
09/17/2020
(Street)
NEW YORK, NY10017
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
Common Stock 09/17/2020 C 198,238 A 278,111 I ( 1 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 1 ) ( 3 ) ( 4 ) ( 5 )
Common Stock 09/17/2020 C 6,196,571 A 8,693,251 I ( 2 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 2 ) ( 3 ) ( 4 ) ( 5 )
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 Ex ercisable Expiration Date Title Amount or Number of Shares
Series A Redeemable Convertible Preferred Stock ( 6 ) 09/17/2020 C 1,235,350 ( 6 ) ( 6 ) Common Stock 117,283 $ 0 0 I ( 1 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 1 ) ( 3 ) ( 4 ) ( 5 )
Series A Redeemable Convertible Preferred Stock ( 6 ) 09/17/2020 C 38,614,650 ( 6 ) ( 6 ) Common Stock 3,666,039 $ 0 0 I ( 2 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 2 ) ( 3 ) ( 4 ) ( 5 )
Series B Redeemable Convertible Preferred Stock ( 7 ) 09/17/2020 C 365,041 ( 7 ) ( 7 ) Common Stock 41,587 $ 0 0 I ( 1 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 1 ) ( 3 ) ( 4 ) ( 5 )
Series B Redeemable Convertible Preferred Stock ( 7 ) 09/17/2020 C 11,410,489 ( 7 ) ( 7 ) Common Stock 1,299,946 $ 0 0 I ( 2 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 2 ) ( 3 ) ( 4 ) ( 5 )
Series C Redeemable Convertible Preferred Stock ( 8 ) 09/17/2020 C 179,433 ( 8 ) ( 8 ) Common Stock 22,713 $ 0 0 I ( 1 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 1 ) ( 3 ) ( 4 ) ( 5 )
Series C Redeemable Convertible Preferred Stock ( 8 ) 09/17/2020 C 5,608,720 ( 8 ) ( 8 ) Common Stock 709,965 $ 0 0 I ( 2 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 2 ) ( 3 ) ( 4 ) ( 5 )
Series D Redeemable Convertible Preferred Stock ( 9 ) 09/17/2020 C 99,678 ( 9 ) ( 9 ) Common Stock 16,655 $ 0 0 I ( 1 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 1 ) ( 3 ) ( 4 ) ( 5 )
Series D Redeemable Convertible Preferred Stock ( 9 ) 09/17/2020 C 3,115,757 ( 9 ) ( 9 ) Common Stock 520,621 $ 0 0 I ( 2 ) ( 3 ) ( 4 ) ( 5 ) See footnotes ( 2 ) ( 3 ) ( 4 ) ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WARBURG PINCUS LLC
C/O WARB URG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY10017
X X
Signatures
WARBURG PINCUS LLC By: /s/ Robert B. Knauss Name: Robert B. Knauss Title: Managing Director 09/17/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are held directly by Warburg Pincus X Partners, L.P., a Delaware limited partnership ("WP X Partners").
( 2 )These securities are held directly by WP X Finance, L.P., a Delaware limited partnership ("WP X Finance", and together with WP X Partners, the "WPP Funds"). WPX GP, L.P., a Delaware limited partnership ("WPX GP"), is the managing general partner of WP X Finance. Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WP X"), is the general partner of WPX GP.
( 3 )Warburg Pincus X, L.P., a Delaware limited partnership ("WP X LP"), is the general partner of WP X and WP X Partners. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP"), is the general partner of WP X LP. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP X GP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP"), is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), is the manager of the WPP Funds.
( 4 )Each of the WPP Funds, WPX GP, WP X, WP X LP, WP X GP, WPP GP, WP Partners, WP Partners GP, WP and WP LLC are collectively referred to herein as the "Warburg Pincus Entities."
( 5 )Each of the Warburg Pincus Entities is a director-by-deputization solely for purposes of Section 16 of the Exchange Act.
( 6 )The Series A redeemable convertible preferred stock automatically converted into Common Stock upon the closing of the IPO. Each share of Series A redeemable convertible preferred stock converted into approximately 0.0949 Shares. These shares had no expiration date.
( 7 )The Series B redeemable convertible preferred stock automatically converted into Common Stock upon the closing of the IPO. Each share of Series B redeemable convertible preferred stock converted into approximately 0.1139 Shares. These shares had no expiration date.
( 8 )The Series C redeemable convertible preferred stock automatically converted into Common Stock upon the closing of the IPO. Each share of Series C redeemable convertible preferred stock converted into approximately 0.1266 Shares. These shares had no expiration date.
( 9 )The Series D redeemable convertible preferred stock automatically converted into Common Stock upon the closing of the IPO. Each share of Series D redeemable convertible preferred stock converted into approximately 0.1671 Shares. These shares had no expiration date.

Remarks:
Due to the limitations of the SEC EDGAR filing system, the WPP Funds, WPX GP, WP X, WP X LP, WP X GP, WPP GP, WP Partners, WP Partners GP, and WP are filing a separate Form 4 from WP LLC.

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).
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