Bionano Genomics, Inc. — Director's Dealing 2018

Aug 21, 2018

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: BioNano Genomics, Inc (BNGO)
CIK: 0001411690
Period of Report: 2018-08-21

Reporting Person: Domain Partners VIII, L.P. (10% Owner)
Reporting Person: BLAIR JAMES C (10% Owner)
Reporting Person: DOVEY BRIAN H (10% Owner)
Reporting Person: TREU JESSE I (10% Owner)
Reporting Person: VITULLO NICOLE (10% Owner)
Reporting Person: Halak Brian K (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series B Preferred Stock	$		Common Stock (159115)		Direct
Series B-1 Preferred Stock	$		Common Stock (69784)		Direct
Series C Preferred Stock	$		Common Stock (126794)		Direct
Series D Preferred Stock	$		Common Stock (149441)		Direct
Series D-1 Preferred Stock	$		Common Stock (86050)		Direct
Convertible Promissory Note	$		Common Stock ()		Direct
Warrants to Purchase Series B-1 Preferred Stock	$59.90	2022-06-20	Common Stock (10257)		Direct
Warrants to Purchase Series B-1 Preferred Stock	$59.90	2023-09-17	Common Stock (20706)		Direct
Warrants to Purchase Series B-1 Preferred Stock	$59.90	2024-06-12	Common Stock (6738)		Direct
Warrants to Purchase Series D-1 Preferred Stock	$17.55	2026-03-04	Common Stock (171919)		Direct

Footnotes

F1: All outstanding shares of Preferred Stock will automatically convert into shares of Common Stock immediately upon the closing of the Issuer's initial public offering (the "IPO"), for no additional consideration. The Preferred Stock has no expiration date.

F2: The securities reported as directly beneficially owned by the designated Reporting Person may be deemed to be indirectly beneficially owned by each of the Reporting Owners listed below, each of whom is a managing member of One Partner Square Associates VIII, LLC, the sole general partner of the designated Reporting Person. Pursuant to Instruction 5(b)(iv) of Form 3, each such individual has elected to report as indirectly beneficially owned the entire number of securities owned by the designated Reporting Person, however each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his or her pecuniary interest therein and/or that are not actually distributed to him or her.

F3: The principal amount of the Convertible Promissory Note held by the designated Reporting Person is $1,488,952. Upon closing of the IPO, all unpaid principal and accrued interest outstanding on the Convertible Promissory Note (the "Conversion Amount") will automatically convert into the number of shares of Common Stock that is equal to the Conversion Amount as of the date immediately prior to the closing date divided by 75% of the IPO price per share.

F4: Upon closing of the IPO, all Warrants that have not previously been exercised will automatically exercise pursuant to their net exercise provisions. To the extent that the exercise price is out of the money, such that no shares would be issuable upon net exercise, such Warrants will terminate as of the closing date. All outstanding shares of Preferred Stock will automatically convert into shares of Common Stock immediately upon closing of the IPO and, as a result, holders of Warrants that are automatically exercised in connection with the IPO will receive shares of Common Stock.