Sec Form 4 Filing - MORITZ MICHAEL J @ Berkeley Lights, Inc. - 2021-05-27

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
MORITZ MICHAEL J
2. Issuer Name and Ticker or Trading Symbol
Berkeley Lights, Inc. [ BLI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
5858 HORTON STREET, SUITE 320
3. Date of Earliest Transaction (MM/DD/YY)
05/27/2021
(Street)
EMERYVILLE, CA94608
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 05/27/2021 J 970,864 D 2,267,010 I Sequoia Capital U.S. Growth Fund VI, L.P. ( 2 ) ( 3 )
Common Stock 05/27/2021 J 358,501 D 837,642 I Sequoia Capital U.S. Venture Fund XV, L.P. ( 2 ) ( 3 )
Common Stock 05/27/2021 J 44,808 A 115,646 I By estate planning vehicle
Common Stock 05/27/2021 J 332,342 A 332,342 I By Sequoia Grove II, LLC ( 4 )
Common Stock 142,294 I Sequoia Capital U.S. Growth VI Principals Fund, L.P. ( 2 ) ( 3 )
Common Stock 18,107 I Sequoia Capital U.S. Venture Partners Fund XV, L.P. ( 2 ) ( 3 )
Common Stock 50,413 I Sequoia Capital U.S. Venture Partners Fund XV (Q), L. P. ( 2 ) ( 3 )
Common Stock 183,977 I Sequoia Capital U.S. Venture XV Principals Fund, L.P. ( 2 ) ( 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 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MORITZ MICHAEL J
5858 HORTON STREET, SUITE 320
EMERYVILLE, CA94608
X
Signatures
/s/ Jung Yeon Son, Attorney-in-fact for Michael J. Moritz 06/01/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a distribution of Common Stock of the Issuer to partners or members.
( 2 )The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. who participates in decisions to exercise voting and investment discretion with respect to the securities of the issuer held by the SC XV Funds and the SC US GF VI Funds (each as defined below). SC US (TTGP), Ltd. is the general partner of SC U.S. Venture XV Management, L.P., which is the general partner of Sequoia Capital U.S. Venture Fund XV, L.P., Sequoia Capital U.S. Venture Partners Fund XV, L.P., Sequoia Capital U.S. Venture Partners Fund XV (Q), L.P., and Sequoia Capital U.S. Venture XV Principals Fund, L.P. (collectively, the "SC XV Funds") and the general partner of SC U.S. Growth VI Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VI, L.P. and Sequoia Capital U.S. Growth VI Principals Fund, L.P. (collectively, the "SC US GF VI Funds").
( 3 )(Continued from footnote 2) As a result, the Reporting Person may be deemed to beneficially own the shares held by the SC XV Funds and the SC US GF VI Funds. The Reporting Person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
( 4 )The Reporting Person is a member of Sequoia Grove II, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

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