Sec Form 4 Filing - Ninth MDV Partners, L.L.C. @ Personalis, Inc. - 2019-06-24

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Ninth MDV Partners, L.L.C.
2. Issuer Name and Ticker or Trading Symbol
Personalis, Inc. [ PSNL]
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)
777 MARINERS ISLAND BOULEVARD, SUITE 550
3. Date of Earliest Transaction (MM/DD/YY)
06/24/2019
(Street)
SAN MATEO, CA94404
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
Common Stock 06/24/2019 C 2,288,805 A 2,288,805 I See Footnote ( 2 )
Common Stock 06/24/2019 C 107,812 A 2,396,617 I See Footnote ( 2 )
Common Stock 06/24/2019 C 61,592 A 2,458,209 I See Footnote ( 2 )
Common Stock 06/24/2019 C 18,739 A 18,739 I See Footnote ( 3 )
Common Stock 06/24/2019 C 882 A 19,621 I See Footnote ( 3 )
Common Stock 06/24/2019 C 504 A 20,125 I See Footnote ( 3 )
Common Stock 06/24/2019 C 127,504 A 127,504 I See Footnote ( 4 )
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 A Convertible Preferred Stock ( 1 ) 06/24/2019 C 2,288,805 ( 1 ) ( 1 ) Common Stock 2,288,805 $ 0 0 I See Footnote ( 2 )
Series A Convertible Preferred Stock ( 1 ) 06/24/2019 C 18,739 ( 1 ) ( 1 ) Common Stock 18,739 $ 0 0 I See Footnote ( 3 )
Series B Convertible Preferred Stock ( 1 ) 06/24/2019 C 107,812 ( 1 ) ( 1 ) Common Stock 107,812 $ 0 0 I See Footnote ( 2 )
Series B Convertible Preferred Stock ( 1 ) 06/24/2019 C 882 ( 1 ) ( 1 ) Common Stock 882 $ 0 0 I See Footnote ( 3 )
Series C Convertible Preferred Stock ( 1 ) 06/24/2019 C 61,592 ( 1 ) ( 1 ) Common Stock 61,592 $ 0 0 I See Footnote ( 2 )
Series C Convertible Preferred Stock ( 1 ) 06/24/2019 C 504 ( 1 ) ( 1 ) Common Stock 504 $ 0 0 I See Footnote ( 3 )
Series C Convertible Preferred Stock ( 1 ) 06/24/2019 C 127,504 ( 1 ) ( 1 ) Common Stock 127,504 $ 0 0 I See Footnote ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ninth MDV Partners, L.L.C.
777 MARINERS ISLAND BOULEVARD
SUITE 550
SAN MATEO, CA94404
X
MDV IX LP
777 MARINERS ISLAND BOULEVARD
SUITE 550
SAN MATEO, CA
X
MDV ENF IX LP
777 MARINERS ISLAND BOULEVARD
SUITE 550
SAN MATEO, CA94404
X
FEIBER JONATHAN D
777 MARINERS ISLAND BOULEVARD
SUITE 550
SAN MATEO, CA94404
X
Ericson William W.
777 MARINERS ISLAND BOULEVARD
SUITE 550
SAN MATEO, CA94404
X
Signatures
/s/ Ninth MDV Partners, L.L.C., By: Brett Teele, Authorized Signatory 06/26/2019
Signature of Reporting Person Date
/s/ MDV IX, L.P., By: Ninth MDV Partners, L.L.C., its General Partner, By: Brett Teele, Authorized Signatory 06/26/2019
Signature of Reporting Person Date
/s/ MDV ENF IX, L.P., By: Ninth MDV Partners, L.L.C., its General Partner, By: Brett Teele, Authorized Signatory 06/26/2019
Signature of Reporting Person Date
/s/ Jonathan Feiber 06/26/2019
Signature of Reporting Person Date
/s/ William Ericson 06/26/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1 basis immediately upon the closing of the Issuer's initial public offering and have no expiration date.
( 2 )These shares are held directly by MDV IX, L.P. ("MDV IX"). Ninth MDV Partners, L.L.C. ("Ninth MDV") is the general partner of MDV IX. Jonathan Feiber and William Ericson are the managing members of Ninth MDV and either are deemed to have sole voting and dispositive power with respect to the shares held by MDV IX. Each disclaims beneficial ownership of these securities except to the extent of his or its respective pecuniary interest therein.
( 3 )These shares are held directly by MDV ENF IX, L.P. ("ENF IX"). Ninth MDV is the general partner of ENF IX. Jonathan Feiber and William Ericson are the managing members of Ninth MDV and either are deemed to have sole voting and dispositive power with respect to the shares held by ENF IX. Each disclaims beneficial ownership of these securities except to the extent of his or its respective pecuniary interest therein.
( 4 )These shares are held directly by MDV IX, L.P., as nominee for MDV IX, L.P. and MDV ENF IX, L.P. ("IX Funds"). Ninth MDV is the general partner of IX Funds. Jonathan Feiber and William Ericson are the managing members of Ninth MDV and either are deemed to have sole voting and dispositive power with respect to the shares held by IX Funds. Each disclaims beneficial ownership of these securities except to the extent of his or its respective pecuniary interest therein.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.