Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
10x Genomics, Inc.
(Name of Issuer)
Class A Common Stock, $0.00001 par value
(Title of Class of Securities)
88025U109
(CUSIP Number)
December 31, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1(b) | |
| ¨ | Rule 13d-1(c) | |
| x | Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 88025U109 | ||
| 1. | Name of Reporting Persons Venrock Associates VI, L.P. | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| (a) | x(1) | |
| (b) | ¨ | |
| 3. | SEC Use Only | |
| 4. | Citizenship
or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5. | Sole Voting
Power 0 |
| 6. | Shared Voting Power 4,828,247 (2) | |
| 7. | Sole Dispositive Power
0 | |
| 8. | Shared Dispositive Power
4,828,247 (2) |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 4,828,247 (2) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent of Class Represented
by Amount in Row (9) 4.9% (3) |
| 12. | Type of Reporting Person (See Instructions) PN |
| (1) | Venrock Associates VI, L.P. (“VA6”), Venrock Partners VI, L.P. (“VP6”), Venrock Management VI, LLC, the general partner of VA6 and Venrock Partners Management VI, LLC, the general partner of VP6 (collectively, the “Venrock VI Entities”), are members of a group for purposes of this Schedule 13G/A. |
| (2) | Consists of (i) 962,309 shares of Class A Common Stock and 3,514,480 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VA6 and (ii) 75,516 shares of Class A Common Stock and 275,942 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VP6. The Class B Common Stock is convertible at any time by the holder into shares of Class A Common Stock on a share-for-share basis. |
| (3) | This percentage is calculated based upon (i) 95,596,266 shares of the Issuer’s Class A Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2022, plus (ii) 3,790,422 shares of Class A Common Stock issuable upon conversion of the Class B Common Stock held by the Venrock VI Entities. As of October 31, 2022, there were 18,867,255 shares of the Issuer’s Class B Common Stock outstanding. If all outstanding shares of Class B Common Stock were converted into Class A Common Stock, then the Venrock VI Entities would beneficially own 4.2% of the Issuer’s Class A Common Stock. |
| CUSIP No. 88025U109 | ||
| 1. | Name of Reporting Persons Venrock Partners VI, L.P. | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| (a) | x(1) | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Citizenship
or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5. | Sole Voting
Power 0 |
| 6. | Shared Voting Power 4,828,247 (2) | |
| 7. | Sole Dispositive Power
0 | |
| 8. | Shared Dispositive Power
4,828,247 (2) |
| 9. | Ag
gregate
Amount Beneficially Owned by Each Reporting Person 4,828,247 (2) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent of Class Represented
by Amount in Row (9) 4.9% (3) |
| 12. | Type of Reporting Person (See Instructions) PN |
| (1) | Venrock Associates VI, L.P. (“VA6”), Venrock Partners VI, L.P. (“VP6”), Venrock Management VI, LLC, the general partner of VA6 and Venrock Partners Management VI, LLC, the general partner of VP6 (collectively, the “Venrock VI Entities”), are members of a group for purposes of this Schedule 13G/A. |
| (2) | Consists of (i) 962,309 shares of Class A Common Stock and 3,514,480 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VA6 and (ii) 75,516 shares of Class A Common Stock and 275,942 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VP6. The Class B Common Stock is convertible at any time by the holder into shares of Class A Common Stock on a share-for-share basis. |
| (3) | This percentage is calculated based upon (i) 95,596,266 shares of the Issuer’s Class A Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2022, plus (ii) 3,790,422 shares of Class A Common Stock issuable upon conversion of the Class B Common Stock held by the Venrock VI Entities. As of October 31, 2022, there were 18,867,255 shares of the Issuer’s Class B Common Stock outstanding. If all outstanding shares of Class B Common Stock were converted into Class A Common Stock, then the Venrock VI Entities would beneficially own 4.2% of the Issuer’s Class A Common Stock. |
| CUSIP No. 88025U109 | ||
| 1. | Name of Reporting Persons Venrock Management VI, LLC | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| (a) | x(1) | |
| (b) | o | |
| 3. | SEC Use Only | |
| 4. | Citizenship
or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5. | Sole Voting
Power 0 |
| 6. | Shared Voting Power 4,828,247 (2) | |
| 7. | Sole Dispositive Power
0 | |
| 8. | Shared Dispositive
Power 4,828,247 (2) |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 4,828,247 (2) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
| 11. | Percent of Class Represented
by Amount in Row (9) 4.9% (3) |
| 12. | Type of Reporting Person (See Instructions) OO |
| (1) | Venrock Associates VI, L.P. (“VA6”), Venrock Partners VI, L.P. (“VP6”), Venrock Management VI, LLC, the general partner of VA6 and Venrock Partners Management VI, LLC, the general partner of VP6 (collectively, the “Venrock VI Entities”), are members of a group for purposes of this Schedule 13G/A. |
| (2) | Consists of (i) 962,309 shares of Class A Common Stock and 3,514,480 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VA6 and (ii) 75,516 shares of Class A Common Stock and 275,942 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VP6. The Class B Common Stock is convertible at any time by the holder into shares of Class A Common Stock on a share-for-share basis. |
| (3) | This percentage is calculated based upon (i) 95,596,266 shares of the Issuer’s Class A Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2022, plus (ii) 3,790,422 shares of Class A Common Stock issuable upon conversion of the Class B Common Stock held by the Venrock VI Entities. As of October 31, 2022, there were 18,867,255 shares of the Issuer’s Class B Common Stock outstanding. If all outstanding shares of Class B Common Stock were converted into Class A Common Stock, then the Venrock VI Entities would beneficially own 4.2% of the Issuer’s Class A Common Stock. |
| CUSIP No. 88025U109 | ||
| 1. | Name of Reporting Persons Venrock Partners Management VI, LLC | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| (a) | x(1) | |
| (b) | ¨ | |
| 3. | SEC Use Only | |
| 4. | Citizenship
or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5. | Sole Voting
Power 0 |
| 6. | Shared Voting Power 4,828,247 (2) | |
| 7. | Sole Dispositive Power
0 | |
| 8. | Shared Dispositive Power
4,828,247 (2) |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 4,828,247 (2) |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. | Percent of Class Represented
by Amount in Row (9) 4.9% (3) |
| 12. | Type of Reporting Person (See Instructions) OO |
| (1) | Venrock Associates VI, L.P. (“VA6”), Venrock Partners VI, L.P. (“VP6”), Venrock Management VI, LLC, the general partner of VA6 and Venrock Partners Management VI, LLC, the general partner of VP6 (collectively, the “Venrock VI Entities”), are members of a group for purposes of this Schedule 13G/A. |
| (2) | Consists of (i) 962,309 shares of Class A Common Stock and 3,514,480 shares of Class A Common Stock issuable upon con version of shares of Class B Common Stock held by VA6 and (ii) 75,516 shares of Class A Common Stock and 275,942 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VP6. The Class B Common Stock is convertible at any time by the holder into shares of Class A Common Stock on a share-for-share basis. |
| (3) | This percentage is calculated based upon (i) 95,596,266 shares of the Issuer’s Class A Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2022, plus (ii) 3,790,422 shares of Class A Common Stock issuable upon conversion of the Class B Common Stock held by the Venrock VI Entities. As of October 31, 2022, there were 18,867,255 shares of the Issuer’s Class B Common Stock outstanding. If all outstanding shares of Class B Common Stock were converted into Class A Common Stock, then the Venrock VI Entities would beneficially own 4.2% of the Issuer’s Class A Common Stock. |
| CUSIP No. 88025U109 |
Introductory Note: This Statement on Schedule 13G/A is filed on behalf of the following entities in respect of the Class A Common Stock of 10x Genomics, Inc.:
| · | Venrock Associates VI, L.P. (“VA6”), a limited partnership organized under the laws of the State of Delaware; | |
| · | Venrock Partners VI, L.P. (“VP6”), a limited partnership organized under the laws of the State of Delaware; | |
| · | Venrock Management VI, LLC (“VM6”), a limited liability company organized under the laws of the State of Delaware; and | |
| · | Venrock Partners Management VI, LLC (“VPM6”), a limited liability company organized under the laws of the State of Delaware. |
Item 1.
(a) Name of Issuer
10x Genomics, Inc.
(b) Address of Issuer’s Principal Executive Offices
6230 Stoneridge Mall Road
Pleasanton, California 94588
Item 2.
(a) Name of Person Filing
Venrock Associates VI, L.P.
Venrock Partners VI, L.P.
Venrock Management VI, LLC
Venrock Partners Management VI, LLC
| CUSIP No. 88025U109 |
(b) Address of Principal Business Office or, if none, Residence
| New York Office: | Palo Alto Office: | |
| 7 Bryant Park | 3340 Hillview Avenue | |
| 23rd Floor | Palo Alto, CA 94304 | |
| New York, NY 10018 |
(c) Citizenship
Each of VA6 and VP6 are limited partnerships organized in the State of Delaware. Each of VM6 and VPM6 are limited liability companies organized in the State of Delaware.
(d) Title of Class of Securities
Class A Common Stock
(e) CUSIP Number
88025U109
Item 3. If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
Not applicable
Item 4. Ownership
(a) Amount Beneficially Owned as of December 31, 2022:
| Venrock Associates VI, L.P. | 4,828,247 | (1) | |
| Venrock Partners VI, L.P. | 4,828,247 | (1) | |
| Venrock Management VI, LLC | 4,828,247 | (1) | |
| Venrock Partners Management VI, LLC | 4,828,247 | (1) |
(b) Percent of Class as of December 31, 2022:
| Venrock Associates VI, L.P. | 4.9 | % | (2) | |
| Venrock Partners VI, L.P. | 4.9 | % | (2) | |
| Venrock Management VI, LLC | 4.9 | % | (2) | |
| Venrock Partners Management VI, LLC | 4.9 | % | (2) |
| CUSIP No. 88025U109 |
(c) Number of shares as to which the person has, as of December 31, 2022:
(i) Sole power to vote or to direct the vote
| Venrock Associates VI, L.P. | 0 | ||
| Venrock Partners VI, L.P. | 0 | ||
| Venrock Management VI, LLC | 0 | ||
| Venrock Partners Management VI, LLC | 0 |
(ii) Shared power to vote or to direct the vote
| Venrock Associates VI, L.P. | 4,828,247 | (1) | |
| Venrock Partners VI, L.P. | 4,828,247 | (1) | |
| Venrock Management VI, LLC | 4,828,247 | (1) | |
| Venrock Partners Management VI, LLC | 4,828,247 | (1) |
(iii) Sole power to dispose or to direct the disposition of
| Venrock Associates VI, L.P. | 0 | ||
| Venrock Partners VI, L.P. | 0 | ||
| Venrock Management VI, LLC | 0 | ||
| Venrock Partners Management VI, LLC | 0 |
(iv) Shared power to dispose or to direct the disposition of
| Venrock Associates VI, L.P. | 4,828,247 | (1) | |
| Venrock Partners VI, L.P. | 4,828,247 | (1) | |
| Venrock Management VI, LLC | 4,828,247 | (1) | |
| Venrock Partners Management VI, LLC | 4,828,247 | (1) |
| CUSIP No. 88025U109 |
| (1) | Consists of (i) 962,309 shares of Class A Common Stock and 3,514,480 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VA6 and (ii) 75,516 shares of Class A Common Stock and 275,942 shares of Class A Common Stock issuable upon conversion of shares of Class B Common Stock held by VP6. The Class B Common Stock is convertible at any time by the holder into shares of Class A Common Stock on a share-for-share basis. |
| (2) | This percentage is calculated based upon (i) 95,596,266 shares of the Issuer’s Class A Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2022, plus (ii) 3,790,422 shares of Class A Common Stock issuable upon conversion of the Class B Common Stock held by the Venrock VI Entities. As of October 31, 2022, there were 18,867,255 shares of the Issuer’s Class B Common Stock outstanding. If all outstanding shares of Class B Common Stock were converted into Class A Common Stock, then the Venrock VI Entities would beneficially own 4.2% of the Issuer’s Class A Common Stock. |
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of a Group
Not Applicable
Item 10. Certification
Not Applicable
| CUSIP No. 88025U109 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
Dated: February 14, 2023
| Venrock Associates VI, L.P. | Venrock Management VI, LLC | |||
| By: | Venrock Management VI, LLC, | By: | /s/ David Stepp | |
| its General Partner | Authorized Signatory | |||
| By: | /s/ David Stepp | |||
| Authorized Signatory | ||||
| Venrock Partners VI, L.P. | Venrock Partners Management VI, LLC | |||
| By: | Venrock Partners Management VI, LLC, | By: | /s/ David Stepp | |
| its General Partner | Authorized Signatory | |||
| By: | /s/ David Stepp | |||
| Authorized Signatory | ||||
CUSIP No. 88025U109
EXHIBITS
A: Joint Filing Agreement (incorporated by reference to Exhibit A to Schedule 13G filed on February 14, 2020)