EXAGEN INC. — Director's Dealing 2019

Sep 18, 2019

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: EXAGEN INC. (XGN)
CIK: 0001274737
Period of Report: 2019-09-18

Reporting Person: NMSIC Co-Investment Fund, L.P. (10% Owner)
Reporting Person: NMSIC Focused LLC (10% Owner)
Reporting Person: Sun Mountain Capital Partners LLC (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12074	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrants	$688.63		Common Stock (2281)		Indirect
Warrants	$1.84		Common Stock (280127)		Indirect
Warrants	$1.84		Common Stock (69696)		Indirect
Warrants	$14.3235		Series E Redeemable Convertible Preferred Stock (1135886)		Indirect
Series A-3 Redeemable Convertible Preferred Stock	$		Common Stock (3306)		Indirect
Series C Redeemable Convertible Preferred Stock	$		Common Stock (141046)		Indirect
Series D Redeemable Convertible Preferred Stock	$		Common Stock (58882)		Indirect
Series E Redeemable Convertible Preferred	$		Common Stock (1121229)		Indirect
Series F Redeemable Convertible Preferred Stock	$		Common Stock (615123)		Indirect
Series H Redeemable Convertible Preferred Stock	$		Common Stock (288912)		Indirect

Footnotes

F1: The shares reported on this form are held of record by NMSIC Co-Investment Fund, L.P. ("NMSIC") and NMSIC Focused, LLC ("NMSIC Focused"). NMSIC is the sole member of NMSIC Focused. Sun Mountain Capital Partners LLC ("Sun Mountain") is the general partner of NMSIC. The controlling members of Sun Mountain are Brian Birk, Sally Coming and Lee Rand. As such, each of these entities and individuals may be deemed to share beneficial ownership of the shares held of record by NMSIC and NMSIC Focused. Each of Sun Mountain, Mr. Birk, Ms. Coming and Mr. Rand disclaims beneficial ownership of the securities held of record by NMSIC and NMSIC Focused.

F2: Includes 7,555 and 4,519 shares held by NMSIC and NMSIC Focused, respectively.

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

F4: Represents securities held of record by NMSIC.

F5: The warrants are currently exercisable and will expire on January 19, 2026.

F6: Represents securities held of record by NMSIC Focused.

F7: The warrants are currently exercisable and will expire on March 31, 2026.

F8: 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 will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.

F9: 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 will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.

F10: The Series D Redeemable Convertible Preferred Stock (the "Series D") 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 D will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.

F11: 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 will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.

F12: Includes 448,921 and 672,308 shares of common stock underlying the Series E shares held by NMSIC and NMSIC Focused, respectively.

F13: 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 will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.

F14: 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 will automatically convert into Common Stock upon the closing of the Issuer's initial public offering.