Sec Form 4 Filing - Eclipse GP III, LLC @ Lucira Health, Inc. - 2021-02-09

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
Eclipse GP III, LLC
2. Issuer Name and Ticker or Trading Symbol
Lucira Health, Inc. [ LHDX]
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)
514 HIGH STREET, SUITE 4
3. Date of Earliest Transaction (MM/DD/YY)
02/09/2021
(Street)
PALO ALTO, CA94301
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 02/09/2021 C 976,852 A 976,852 I See footnote ( 2 )
Common Stock 02/09/2021 C 877,445 A 1,854,297 I See footnote ( 2 )
Common Stock 02/09/2021 C 185,512 A 2,039,809 I See footnote ( 2 )
Common Stock 02/09/2021 C 3,710,257 A 3,710,257 D ( 3 )
Common Stock 02/09/2021 C 473,729 A $ 13.6 4,183,986 D ( 3 )
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 Un derlying 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 Preferred Stock ( 1 ) 02/09/2021 C 976,852 ( 1 ) ( 1 ) Common Stock 976,852 $ 0 0 I See footnote ( 2 )
Series B Preferred Stock ( 1 ) 02/09/2021 C 877,445 ( 1 ) ( 1 ) Common Stock 877,445 $ 0 0 I See footnote ( 2 )
Series C Preferred Stock ( 1 ) 02/09/2021 C 185,512 ( 1 ) ( 1 ) Common Stock 185,512 $ 0 0 I See footnote ( 2 )
Series C Preferred Stock ( 1 ) 02/09/2021 C 3,710,257 ( 1 ) ( 1 ) Common Stock 3,710,257 $ 0 0 D ( 3 )
Convertible Promissory Note $ 13.6 02/09/2021 C ( 4 ) 12/11/2022 Common Stock 473,729 $ 0 0 D ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Eclipse GP III, LLC
514 HIGH STREET
SUITE 4
PALO ALTO, CA94301
X
Eclipse Fund III, L.P.
514 HIGH STREET
SUITE 4
PALO ALTO, CA94301
X
Eclipse Ventures Fund I, L.P.
514 HIGH STREET
SUITE 4
PALO ALTO, CA94301
X
Eclipse Ventures GP I, LLC
514 HIGH STREET
SUITE 4
PALO ALTO, CA94301
X
Signatures
Eclipse GP III, LLC /s/ Lior Susan, Managing Member 02/09/2021
Signature of Reporting Person Date
Eclipse Fund III, L.P., By: Eclipse GP III, LC, its General Partner, /s/ Lior Susan, Managing Member 02/09/2021
Signature of Reporting Person Date
Eclipse Ventures Fund I, L.P., By: Eclipse Ventures GP I, LLC, its General Partner /s/ Lior Susan, Managing Member 02/09/2021
Signature of Reporting Person Date
Eclipse Ventures GP I, LLC /s/ Lior Susan, Managing Member 02/09/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of Series A Preferred, Series B Preferred Stock and Series C Preferred Stock (the "Preferred Stock") automatically converted on aone-for-one basis into Common Stock at the closing of the Issuer's initial public offering, for no additional consideration. The shares of PreferredStock had no expiration date.
( 2 )The securities are held directly by Eclipse Ventures Fund I, L.P. ("Eclipse I"). Eclipse Ventures GP I, LLC ("Eclipse I GP") is the general partner of Eclipse I and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Mr. Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse I GP and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Eclipse I GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse I except to the extent of their respective pecuniary interests therein, if any.
( 3 )The securities are held directly by Eclipse Fund III, L.P. ("Eclipse III"). Eclipse GP III, LLC ("Eclipse III GP") is the general partner of Eclipse III and may be deemed to have voting and dispositive power over the shares held by Eclipse III. Mr. Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse III GP and may be deemed to have voting and dispositive power over the shares held by Eclipse III. Eclipse III GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse III except to the extent of their respective pecuniary interests therein, if any.
( 4 )The convertible promissory note automatically converted into shares of the Issuer's Common Stock at the closing of the IPO.

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