Sec Form 4 Filing - Courtney Phillips @ Atreca, Inc. - 2022-06-13

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 Courtney Phillips 2. Issuer Name and Ticker or Trading Symbol Atreca, Inc. [ BCEL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) General Counsel & Secretary (Last) (First) (Middle) C/O ATRECA, INC., 835 INDUSTRIAL RD., SUITE 400 3. Date of Earliest Transaction (MM/DD/YY) 06/13/2022 (Street) SAN CARLOS, CA94070 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

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 Employee stock option (right to buy) $ 1.845 06/13/2022 A 80,000 ( 1 ) 01/26/2031 Class A Common Stock 80,000 ( 2 ) 80,000 D Employee stock option (right to buy) $ 13.97 06/13/2022 D 80,000 ( 1 ) 01/26/2031 Class A Common Stock 80,000 $ 0 0 D Employee stock option (right to buy) $ 1.845 06/13/2022 A 45,000 ( 3 ) 07/10/2029 Class A Common Stock 45,000 ( 2 ) 45,000 D Employee stock option (right to buy) $ 16.74 06/13/2022 D 45,000 ( 3 ) 07/10/2029 Class A Common Stock 45,000 $ 0 0 D Employee stock option (right to buy) $ 1.845 06/13/2022 A 91,666 ( 4 ) 06/16/2029 Class A Common Stock 91,666 ( 2 ) 91,666 D Employee stock option (right to buy) $ 17 06/13/2022 D 91,666 ( 4 ) 06/16/2029 Class A Common Stock 91,666 $ 0 0 D Employee stock option (right to buy) $ 1.845 06/13/2022 A 65,000 ( 5 ) 02/25/2030 Class A Common Stock 65,000 ( 2 ) 65,000 D Employee stock option (right to buy) $ 22.07 06/13/2022 D 65,000 ( 5 ) 02/25/2030 Class A Common Stock 65,000 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Courtney Phillips C/O ATRECA, INC., 835 INDUSTRIAL RD. SUITE 400 SAN CARLOS, CA94070 General Counsel & Secretary Signatures /s/ Herbert Cross, attorney-in-fact 06/15/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )1/48 of the Option vests in equal monthly installments as measured from 1/1/2021. If applicable, vesting accelerates as provided in, and subject to the terms and conditions of, that certain Executive Employment Agreement between the Issuer and the Reporting Person, as may be amended from time to time. ( 2 )The transactions reported herein reflect a one-time stock option repricing effective on June 13, 2022 (the "Option Repricing"). The Option Repricing applies to options with exercise prices greater than or equal to $9.00 per share held by all employees of the Issuer as of June 13, 2022. Pursuant to the Option Repricing, the exercise price of the repriced options, including the Option, has been amended to reduce the exercise price to $1.845 per share, the closing price of the Issuer's Class A common stock on the Nasdaq Global Select Market as of the date of the Option Repricing. There have been no other changes to the terms of the repriced options, including the Option. The Option Repricing does not apply to options held by non-employee directors of the Issuer. ( 3 )1/4 of the Option vests on 6/10/2020 and 1/48 of the Option vests in equal monthly installments as measured from 6/10/2020. If applicable, vesting accelerates as provided in, and subject to the terms and conditions of, that certain Executive Employment Agreement between the Issuer and the Reporting Person, as may be amended from time to time. ( 4 )1/4 of the Option vests on 6/10/2020 and 1/48 of the Option vests in equal monthly installments as measured from 6/10/2020. If applicable, vesting accelerates as provided in, and subject to the terms and conditions of, that certain Executive Employment Agreement between the Issuer and the Reporting Person, as may be amended from time to time. ( 5 )6/48 of the Option vests on 7/1/2020 and 1/48 of the Option vests in equal monthly installments as measured from 7/1/2020. If applicable, vesting accelerates as provided in, and subject to the terms and conditions of, that certain Executive Employment Agreement between the Issuer and the Reporting Person, as may be amended from time to time.

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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