SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Coffin James

(Last) (First) (Middle)
C/O SEMA4 HOLDINGS CORP.
333 LUDLOW ST, NORTH TOWER, 8TH FL.

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Sema4 Holdings Corp. [ SMFR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President and COO
3. Date of Earliest Transaction (Month/Day/Year)
07/22/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Employee Stock Option (Right to Buy) $0.1529 07/22/2021 A 2,167,093 (1) 08/30/2027 Class A Common Stock 2,167,093 (2) 2,167,093 D
Employee Stock Option (Right to Buy) $0.7659 07/22/2021 A 332,963 (1) 02/17/2030 Class A Common Stock 332,963 (2) 332,963 D
Employee Stock Option (Right to Buy) $0.7659 07/22/2021 A 480,657 (1) 02/17/2030 Class A Common Stock 480,657 (2) 480,657 D
Explanation of Responses:
1. 6.25% of the total shares underlying the option vest in quarterly installments until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
2. Pursuant to the business combination between the Issuer (which was formerly known as CM Life Sciences, Inc.) and Mount Sinai Genomics, Inc. d/b/a Sema4 ("Sema4"), each share of Sema4 outstanding common stock was automatically converted into the right to shares of the Issuer's Class A Common Stock based on a 1 to 123.8338 exchange ratio ("Exchange Ratio"). In addition, each outstanding Sema4 equity award was automatically converted into a corresponding equity award of the Issuer based on the Exchange Ratio and with the same terms and vesting conditions as the Sema4 equity awards.
Remarks:
The merger agreement provides that certain former stockholders and equity award holders of Sema4 will receive additional shares of the Issuer's Class A common stock and awards of restricted stock units upon the achievement of certain vesting conditions.
/s/ Daniel Clark, Attorney-in-Fact 07/26/2021
** Signature of Reporting Person Date
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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