Rajesh T. Khakhar - Mar 21, 2023 Form 4 Insider Report for IsoPlexis Corp (ISO)

Role
VP Finance
Signature
/s/ Rajesh T. Khakhar
Stock symbol
ISO
Transactions as of
Mar 21, 2023
Transactions value $
$0
Form type
4
Date filed
3/21/2023, 05:04 PM
Previous filing
Apr 4, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ISO Common Stock Disposed to Issuer -14.6K -100% 0 Mar 21, 2023 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 ISO Stock Option Disposed to Issuer -40K -100% 0 Mar 21, 2023 Common Stock 40K $4.81 Direct F2, F3
transaction ISO Stock Option Disposed to Issuer -31.6K -100% 0 Mar 21, 2023 Common Stock 31.6K $3.43 Direct F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Rajesh T. Khakhar is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On March 21, 2023, pursuant to the Agreement and Plan of Merger, dated as of December 21, 2022 (the Merger Agreement), by and among IsoPlexis Corporation (IsoPlexis), Berkeley Lights, Inc. (Berkeley Lights), and Iceland Merger Sub Inc. and a wholly owned subsidiary of Berkeley Lights (a) 4,557 of the shares of common stock of IsoPlexis (IsoPlexis Common Stock) reported in this Form 4 were converted into the right to receive 0.6120 fully paid and nonassessable shares of common stock of Berkeley Lights (Berkeley Lights Common Stock), together with cash in lieu of fractional shares of Berkeley Lights Common stock, if any, and any unpaid dividends or other distributions, and (b) 10,026 of the shares of IsoPlexis Common Stock reported in this Form 4, which constituted restricted shares of IsoPlexis Common Stock, were converted into restricted shares of Berkeley Lights Common Stock generally on the same terms and conditions.
F2 On March 21, 2023, pursuant to the Merger Agreement, each IsoPlexis stock option (whether vested or unvested) reported in this Form 4 (a) if the per-share exercise price was equal to or greater than the average closing trading price for a share of IsoPlexis Common Stock rounded to the nearest one-tenth of a cent, as reported on The Nasdaq Stock Market LLC for the five most recent trading days ending on and including the third business day prior to March 20, 2023 (the Company Trading Price), was canceled for no consideration and (b) if the per-share exercise price was less than the Company Trading Price, was converted into a Berkeley Lights stock option of approximately equivalent value and generally on the same terms and conditions.
F3 Vested 25% on June 8, 2022 and thereafter in 36 equal monthly installments.
F4 Vests 25% on March 31, 2023 and thereafter in 36 equal monthly installments.