Nautilus Biotechnology, Inc. — Director's Dealing 2021

Jun 9, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Nautilus Biotechnology, Inc. (NAUT)
CIK: 0001808805
Period of Report: 2021-06-09

Reporting Person: McIlwain Matthew S (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	322105	Direct
Common Stock	5798394	Indirect
Common Stock	222376	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$10.0	2031-01-31	Common Stock (36280.0)		Direct

Footnotes

F1: Shares held by Madrona Venture Fund VI, LP ("Madrona Fund VI"). Madrona Investment Partners VI, L.P. ("Madrona Partners VI") is the general partner of Madrona Fund VI, and Madrona VI General Partner, LLC ("Madrona VI LLC") is the general partner of Madrona Partners VI. The reporting person, is a managing member of Madrona VI LLC. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

F2: Shares held by Madrona Venture Fund VI-A, LP ("Madrona Fund VI-A"). Madrona Partners VI is the general partner of Madrona Fund VI-A, and Madrona VI LLC is the general partner of Madrona Partners VI. The reporting person, is a managing member of Madrona VI LLC. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of benefical ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

F3: Subject to reporting person's continuous status as a "Service Provider" (as defined in the Nautilus Subsidiary, Inc. 2017 Equity Incentive Plan) through the applicable vesting date, one hundred percent (100%) of the shares subject to the Option shall vest on the earlier of (a) the one (1) year anniversary of the Vesting Commencement Date (as defined below) and (b) the day immediately before the date of the next annual meeting of stockholders of the Company (or in the event of a merger or consolidation involving the Company in which the Company is a wholly-owned subsidiary immediately following such merger or consolidation, the next annual meeting of stockholders of the Company's parent). The Vesting Commencement Date is January 31, 2021.