SERA PROGNOSTICS, INC. — Director's Dealing 2021

Jul 15, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: SERA PROGNOSTICS, INC. (SERA)
CIK: 0001534969
Period of Report: 2021-07-14

Reporting Person: CRITCHFIELD GREGORY C (Director, Chief Executive Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	79140	Direct
Class A Common Stock	630832	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A-2 Preferred Stock	$5.20		Class A Common Stock (34383)		Direct
Series B-1 Preferred Stock	$5.20		Class A Common Stock (5253)		Direct
Series B-2 Preferred Stock	$8.32		Class A Common Stock (11880)		Direct
Series C-1 Preferred Stock	$12.37		Class A Common Stock (4727)		Direct
Series D Preferred Stock	$9.02		Class A Common Stock (28730)		Direct
Stock Option (right to buy)	$1.98	2027-05-18	Class A Common Stock (300610)		Direct
Stock Option (right to buy)	$1.77	2030-02-27	Class A Common Stock (462338)		Direct
Stock Option (right to buy)	$5.32	2031-03-08	Class A Common Stock (98330)		Direct
Warrant (right to buy)	$9.02	2029-07-31	Class A Common Stock (4412)		Indirect
Warrant (right to buy)	$10.83	2029-07-31	Class A Common Stock (4412)		Indirect

Footnotes

F1: Dr. Critchfield is a Trustee of the Gregory C. Critchfield & Trust. Dr. Critchfield, in such capacity, may be deemed to indriectly beneficially own the securities owned by the trust except to the extent of his pecuniary interest therein, if any.

F2: The shares of preferred stock will automatically convert into the Issuer's Class A Common Stock in accordance with the Issuer's Restated Certificate of Incorporation, as amended, immediately upon completion of the Issuer's initial public offering.

F3: Not applicable

F4: The Issuer's Series A-2 Preferred Stock is convertible at the option of a holder at any time into shares of the Issuer's Class A Common Stock at a conversion price, as adjusted to reflect the Issuer's recent 1-for-0.481 reverse stock split, of $5.20 per share. The Series A-2 Preferred Stock has no expiration date.

F5: The Issuer's Series B-1 Preferred Stock is convertible at the option of a holder at any time into shares of the Issuer's Class A Common Stock at a conversion price, as adjusted to reflect the Issuer's recent 1-for-0.481 reverse stock split, of $5.20 per share. The Series B-1 Preferred Stock has no expiration date.

F6: The Issuer's Series B-2 Preferred Stock is convertible at the option of a holder at any time into shares of the Issuer's Class A Common Stock at a conversion price, as adjusted to reflect the Issuer's recent 1-for-0.481 reverse stock split, of $8.32 per share. The Series B-2 Preferred Stock has no expiration date.

F7: The Issuer's Series C-1 Preferred Stock is convertible at the option of a holder at any time into shares of the Issuer's Class A Common Stock at a conversion price, as adjusted to reflect the Issuer's recent 1-for-0.481 reverse stock split, of $12.37 per share. The Series C-1 Preferred Stock has no expiration date.

F8: The Issuer's Series D Preferred Stock is convertible at the option of a holder at any time into shares of the Issuer's Class A Common Stock at a conversion price, as adjusted to reflect the Issuer's recent 1-for-0.481 reverse stock split, of $9.02 per share. The Series D Preferred Stock has no expiration date.

F9: These stock options vest over four years as follows: 1/48 of the original grant amount vests in monthly installments for four years following the grant date.

F10: Immediately exercisable.