PROCEPT BioRobotics Corp — Director's Dealing 2021

Sep 15, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PROCEPT BioRobotics Corp (PRCT)
CIK: 0001588978
Period of Report: 2021-09-14

Reporting Person: VIKING GLOBAL INVESTORS LP (N/A)
Reporting Person: Viking Global Opportunities Illiquid Investments Sub-Master LP (N/A)
Reporting Person: Viking Global Opportunities Portfolio GP LLC (N/A)
Reporting Person: Viking Global Opportunities GP LLC (N/A)
Reporting Person: HALVORSEN OLE ANDREAS (N/A)
Reporting Person: Ott David C. (N/A)
Reporting Person: Shabet Rose Sharon (N/A)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	308142	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series E Preferred Stock	$		Common Stock (3407028)		Indirect
Series F Preferred Stock	$		Common Stock (678985)		Indirect
Series G Preferred Stock	$		Common Stock (113737)		Indirect

Footnotes

F1: Andreas Halvorsen, David C. Ott and Rose S. Shabet are Executive Committee members of certain management entities, including Viking Global Partners LLC, the general partner of Viking Global Investors LP ("VGI") and Viking Global Opportunities GP LLC ("Opportunities GP"), the sole owner of Viking Global Opportunities Portfolio GP LLC ("Opportunities Portfolio GP"). VGI provides managerial services to various investment funds and vehicles, including Viking Global Opportunities Illiquid Investments Sub-Master LP ("Opportunities Fund"). Each of VGI, Mr. Halvorsen, Mr. Ott and Ms. Shabet (collectively the "Reporting Persons") may be deemed to beneficially own all of the securities reported on this form.

F2: VGI provides managerial services to Opportunities Fund, which directly holds the shares reported herein. Because of the relationship between VGI and Opportunities Fund, VGI may be deemed to beneficially own the shares held directly by Opportunities Fund.

F3: Opportunities Portfolio GP is the general partner of Opportunities Fund. Because of the relationship between Opportunities Portfolio GP and Opportunities Fund, Opportunities Portfolio GP may be deemed to beneficially own the shares held directly by Opportunities Fund. Opportunities GP is the sole owner of Opportunities Portfolio GP. Because of the relationship between Opportunities GP and Opportunities Portfolio GP, Opportunities GP may be deemed to beneficially own the shares held directly by Opportunities Fund.

F4: The Reporting Persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.

F5: The Series E Preferred Units are convertible into shares of Common Stock on a 1:1 basis, at the Reporting Person's election, without payment of further consideration, and will automatically convert immediately prior to the closing of the initial public offering (the "Closing") of PROCEPT BioRobotics Corp (the "Issuer"). The shares have no expiration date.

F6: The Series F Preferred Units are convertible into shares of Common Stock on a 1:1 basis, at the Reporting Person's election, without payment of further consideration, and will automatically convert immediately prior to the Closing. The shares have no expiration date.

F7: The Series G Preferred Units are convertible into shares of Common Stock on a 1:1 basis, at the Reporting Person's election, without payment of further consideration, and will automatically convert immediately prior to the Closing. The shares have no expiration date.