Sec Form 4 Filing - Venrock Associates VI, L.P. @ 10x Genomics, Inc. - 2020-12-08

Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security.

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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 *
Venrock Associates VI, L.P.
2. Issuer Name and Ticker or Trading Symbol
10x Genomics, Inc. [ TXG]
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)
C/O VENROCK, 3340 HILLVIEW AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
12/08/2020
(Street)
PALO ALTO, CA94304
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
Class A Common Stock 12/08/2020 C 3,000,000 A $ 0 ( 1 ) 3,037,825 I By funds ( 2 )
Class A Common Stock 12/08/2020 J( 3 ) 731,308 ( 3 ) D $ 0 ( 3 ) 2,306,517 I By funds ( 4 )
Class A Common Stock 12/10/2020 J( 5 ) 268,692 ( 5 ) D $ 0 ( 5 ) 2,037,825 I By funds ( 6 )
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
Class B Common Stock $ 0 12/08/2020 C 3,000,000 ( 7 ) ( 7 ) Class A Common Stock 3,000,000 $ 0 ( 7 ) 5,790,422 I By funds ( 8 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Venrock Associates VI, L.P.
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Venrock Partners VI, L.P.
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Venrock Management VI, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Venrock Partners Management VI, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA94304
X
Signatures
/s/ David L. Stepp, Authorized Signatory 12/10/2020
** Signature of Reporting Person Date
/s/ David L. Stepp, Authorized Signatory 12/10/2020
** Signature of Reporting Person Date
/s/ David L. Stepp, Authorized Signatory 12/10/2020
** Signature of Reporting Person Date
/s/ David L. Stepp, Authorized Signatory 12/10/2020
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of Class A Common Stock received upon conversion of 3,000,000 shares of Class B Common Stock.
( 2 )Consists of 2,816,685 shares of Class A Common Stock held by Venrock Associates VI, L.P. ("VA VI") and 221,140 shares of Class A Common Stock held by Venrock Partners VI, L.P. ("VP VI").
( 3 )On December 8, 2020, VA VI and VP VI distributed an aggregate of 1,000,000 shares of Class A Common Stock to their limited partners and general partners. Of the 1,000,000 shares distributed, 249,521 shares were distributed by VA VI to its general partner, Venrock Management VI, LLC ("VM VI") and 19,171 shares were distributed by VP VI to its general partner, Venrock Partners Management VI, LLC ("VPM VI").
( 4 )Consists of 1,889,497 shares of Class A Common Stock held by VA VI, 249,521 shares of Class A Common Stock held by VM VI, 148,328 shares of Class A Common Stock held by VP VI and 19,171 shares of Class A Common Stock held by VPM VI.
( 5 )On December 10, 2020, VM VI and VPM VI distributed an aggregate of 268,692 shares of Class A Common Stock to their members and participants.
( 6 )Consists of 1,889,497 shares of Class A Common Stock held by VA VI and 148,328 shares of Class A Common Stock held by VP VI.
( 7 )Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Additionally, all outstanding shares of Class B Common Stock will convert automatically into Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions) and upon the occurrence of certain other events set forth in the Issuer's Amended and Restated Certificate of Incorporation.
( 8 )Consists of 5,368,880 shares of Class B Common Stock held by VA VI and 421,542 shares of Class B Common Stock held by VP VI.

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).

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