Eagle Equity Partners III, LLC - Sep 16, 2021 Form 4 Insider Report for Ginkgo Bioworks Holdings, Inc. (DNA)

Role: Director, *Director by Deputization, 10%+ Owner
Signature: /s/ Eli Baker
Stock symbol: DNA
Transactions as of: Sep 16, 2021
Transactions value $: $192,500,000
Form type: 4
Date filed: 9/22/2021, 09:57 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DNA	Class A Common Stock	Disposed to Issuer		-11.5M	-26.75%		31.6M	Sep 16, 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DNA	Class B Ordinary Shares	Options Exercise		-43.1M	-100%		0	Sep 16, 2021	Class A Common Stock	43.1M		Direct	F1
transaction	DNA	Private Placement Warrants	Award	$193M	+19.3M		$10.00^*	19.3M	Sep 16, 2021	Class A Common Stock	19.3M	$11.50	Direct	F2
transaction	DNA	Private Placement Warrants	Disposed to Issuer		-1.93M	-10%		17.3M	Sep 16, 2021	Class A Common Stock	1.93M	$11.50	Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Eagle Equity Partners III, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	In connection with the closing (the "Closing") of the business combination (the "Business Combination") between the Issuer (which was formerly known as Soaring Eagle Acquisition Corp. or "Soaring Eagle") and Ginkgo Bioworks, Inc. ("Ginkgo"), among other things, each share of Soaring Eagle's Class B ordinary shares converted pursuant to the terms of such shares into shares of the Issuer's Class A common stock on a one-for-one basis. Simultaneously, pursuant to the Sponsor Support Agreement, dated as of May 11, 2021 (the "Sponsor Support Agreement") between the Reporting Person, Ginkgo, Soaring Eagle and certain other shareholders, the Reporting Person forfeited to the Issuer at no cost 11,534,052 shares of the Issuer's Class A common stock, which was exempted pursuant to Rule 16b-3(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
F2	The private placement warrants were acquired from the Issuer in connection with its initial public offering, the terms of which are described under the heading "Description of Securities" in the Issuer's registration statement on Form S-1 (File No. 333-251661). Each private placement warrant is exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share, subject to certain adjustments. The private placement warrants are reported as acquired for purposes of Section 16 of the Exchange Act concurrently with the Closing, because they did not become derivative securities until such date based on the terms of their exercisability.
F3	Pursuant to the Sponsor Support Agreement, the Reporting Person forfeited to the Issuer at the Closing 10% of the private placement warrants it then held at no cost, which was exempted pursuant to Rule 16b-3(e) under the Exchange Act.