EXAGEN INC. — Director's Dealing 2019

Sep 23, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXAGEN INC. (XGN)
CIK: 0001274737
Period of Report: 2019-09-19

Reporting Person: TULLIS JAMES L L (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-09-19	Common Stock	X	11498	$14.3235	Acquired	11597	Indirect
2019-09-19	Common Stock	F	8865	$18.58	Disposed	2732	Indirect
2019-09-23	Common Stock	C	41591	$0.00	Acquired	41592	Direct
2019-09-23	Common Stock	C	1431	$0.00	Acquired	1431	Indirect
2019-09-23	Common Stock	C	4537	$0.00	Acquired	4537	Indirect
2019-09-23	Common Stock	C	1786853	$0.00	Acquired	1789585	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-09-19	Warrants	$14.3235	X	11498	Disposed		Common Stock (11498)	Indirect
2019-09-23	Series A-3 Redeemable Convertible Preferred Stock	$	C	468321	Disposed		Common Stock (2550)	Indirect
2019-09-23	Series C Redeemable Convertible Preferred Stock	$	C	5446902	Disposed		Common Stock (95069)	Indirect
2019-09-23	Series E Redeemable Convertible Preferred Stock	$	C	53251030	Disposed		Common Stock (929432)	Indirect
2019-09-23	Series F Redeemable Convertible Preferred Stock	$	C	6895096	Disposed		Common Stock (37547)	Direct
2019-09-23	Series F Redeemable Convertible Preferred Stock	$	C	262821	Disposed		Common Stock (1431)	Indirect
2019-09-23	Series F Redeemable Convertible Preferred Stock	$	C	833333	Disposed		Common Stock (4537)	Indirect
2019-09-23	Series F Redeemable Convertible Preferred Stock	$	C	81166226	Disposed		Common Stock (441998)	Indirect
2019-09-23	Series H Redeemable Convertible Preferred Stock	$	C	742761	Disposed		Common Stock (4045)	Direct
2019-09-23	Series H Redeemable Convertible Preferred Stock	$	C	58359932	Disposed		Common Stock (317804)	Indirect

Footnotes

F1: The shares reported on this form are held of record by Tullis-Dickerson Capital Focus III, L.P. ("Tullis"), Tullis Growth Fund, L.P. ("Tullis Growth") and Tullis Growth Fund II, L.P. ("Tullis Growth II"). Tullis-Dickerson Partners III, LLC ("Tullis Partners") is the general partner of Tullis and may be deemed to beneficially own the securities held by Tullis. Tullis Growth Partners, LLC and Tullis Growth Partners II, LLC are the general partners of Tullis Growth and Tullis Growth II, respectively, and may be deemed to beneficially own the securities held by Tullis Growth and Tullis Growth II. James L.L. Tullis is a Principal of each of the foregoing entities and may be deemed to possess voting and investment control over, and may be deemed to have an indirect beneficial ownership with respect to, the shares held by Tullis, Tullis Growth and Tullis Growth II.

F2: Represents securities held of record by Tullis.

F3: The warrants are currently exercisable and will terminate upon closing of the Issuer's initial public offering.

F4: Represents warrants that previously entitled the holders to purchase Series E Redeemable Convertible Preferred Stock, which, pursuant to their terms, were settled in shares of the Issuer's Common Stock.

F5: Includes warrants held by Tullis and Tullis Growth, respectively, to purchase 43 shares of the Issuer's Common Stock and warrants to purchase 11,455 shares of the Issuer's Common Stock.

F6: The Series A-3 Redeemable Convertible Preferred Stock (the "Series A-3") is convertible into the Issuer's Common Stock on a 183.635-for-one basis at the holder's election and has no expiration date. The Series A-3 automatically converted into Common Stock upon the closing of the Issuer's initial public offering.

F7: The Series C Redeemable Convertible Preferred Stock (the "Series C") is convertible into the Issuer's Common Stock on a 57.294-for-one basis at the holder's election and has no expiration date. The Series C automatically converted into Common Stock upon the closing of the Issuer's initial public offering.

F8: The Series E Redeemable Convertible Preferred Stock (the "Series E") is convertible into the Issuer's Common Stock on a 57.294-for-one basis at the holder's election and has no expiration date. The Series E automatically converted into Common Stock upon the closing of the Issuer's initial public offering.

F9: Includes 656,282 and 273,150 shares of common stock underlying the Series E shares held by Tullis and Tullis Growth, respectively.

F10: The Series F Redeemable Convertible Preferred Stock ("Series F") is convertible into the Issuer's Common Stock on a 183.635-for-one basis at the holder's election and has no expiration date. The Series F automatically converted into Common Stock upon the closing of the Issuer's initial public offering.

F11: Includes 242,226 and 199,771 shares of common stock underlying the Series F shares held by Tullis and Tullis Growth, respectively.

F12: The Series H Redeemable Convertible Preferred Stock ("Series H") is convertible into the Issuer's Common Stock on a 183.635-for-one basis at the holder's election and has no expiration date. The Series H automatically converted into Common Stock upon the closing of the Issuer's initial public offering.

F13: Includes 106,897 shares, 105,453 shares and 105,453 shares of common stock underlying the Series H shares held by Tullis, Tullis Growth and Tullis Growth II, respectively.