Sec Form 3 Filing - Cloutier Timothy E. @ Codex DNA, Inc. - 2021-06-17

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Cloutier Timothy E.
2. Issuer Name and Ticker or Trading Symbol
Codex DNA, Inc. [ DNAY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP Commercial Operations
(Last) (First) (Middle)
C/O CODEX DNA, INC., 9535 WAPLES STREET, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
06/17/2021
(Street)
SAN DIEGO, CA92121
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
Stock Option (right to buy) $ 0.72 ( 1 ) 10/22/2030 Common Stock 30,000 D
Stock Option (right to buy) $ 4.38 ( 2 ) 03/03/2031 Common Stock 53,333 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cloutier Timothy E.
C/O CODEX DNA, INC.
9535 WAPLES STREET, SUITE 100
SAN DIEGO, CA92121
SVP Commercial Operations
Signatures
/s/ Jennifer McNealey, as Attorney-in-Fact 06/17/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Option granted under the Issuer's 2019 Equity Incentive Plan (the "2019 Plan"). Subject to the Reporting Person continuing to be a Service Provider (as defined in the 2019 Plan) through each applicable vesting date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining Shares subject to the Option shall vest in equal monthly installments on the same day of the month as the Vesting Commencement Date. "Vesting Commencement Date" shall mean September 15, 2020.
( 2 )Option granted under the Issuer's 2021 Equity Incentive Plan (the "2021 Plan"). Subject to the Reporting Person continuing to be a Service Provider (as defined in the 2021 Plan) through each applicable vesting date, twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one thirty-sixth (1/36th) of the remaining Shares subject to the Option shall vest in equal monthly installments on the same day of the month as the Vesting Commencement Date. "Vesting Commencement Date" shall mean December 28, 2020.

Remarks:
Exhibit 24 Power of Attorney

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