STANDARD BIOTOOLS INC. — Director's Dealing 2024

Jan 10, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STANDARD BIOTOOLS INC. (LAB)
CIK: 0001162194
Period of Report: 2024-01-05

Reporting Person: Cox Troy (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-01-05	Common Stock	A	87057	—	Acquired	87057	Direct
2024-01-05	Common Stock	A	79412	—	Acquired	166469	Direct
2024-01-05	Common Stock	A	31635	—	Acquired	198104	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-01-05	Stock Option (Right to buy)	$10.68	A	51842	Acquired	2031-10-26	Common Stock (51842)	Direct
2024-01-05	Stock Option (Right to buy)	$8.18	A	22866	Acquired	2032-02-29	Common Stock (22866)	Direct
2024-01-05	Stock Option (Right to buy)	$2.60	A	982811	Acquired	2032-10-16	Common Stock (928811)	Direct
2024-01-05	Stock Option (Right to buy)	$2.08	A	190365	Acquired	2033-03-16	Common Stock (190365)	Direct
2024-01-05	Warrant to purchase Common Stock (Right to buy)	$11.50	A	184999	Acquired	2026-09-01	Common Stock (184999)	Direct

Footnotes

F1: Received in exchange for 78,430 shares of common stock of SomaLogic, Inc. ("SomaLogic") pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated October 4, 2023, by and among Standard BioTools Inc. (the "Company"), Martis Merger Sub, Inc. and SomaLogic (the "Merger"). Per the terms of the Merger, each share of SomaLogic common stock was converted into the right to receive 1.11 shares of the Company's common stock (the "Exchange Ratio") at the effective time of the Merger (the "Effective Time").

F2: Represents Restricted Stock Units ("RSUs") that vest in four equal annual installments beginning January 5, 2025, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the right to receive one share of common stock upon vesting.

F3: Represents RSUs that vest in four equal annual installments beginning March 17, 2024, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the right to receive one share of common stock upon vesting.

F4: Pursuant to the Merger Agreement, each RSU convertible into shares of SomaLogic common stock (a "SomaLogic RSU") that was outstanding immediately prior to the Effective Time, was converted into an RSU to acquire the number of shares of common stock of the Company equal to the to the product of (i) the number of shares subject to such SomaLogic RSU as of immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio, with the resulting number of shares of Company common stock rounded to the next nearest whole share. Except as noted above, each assumed SomaLogic RSU will continue to be governed by the same terms and conditions, including vesting terms and provision, as were applicable to such SomaLogic RSU immediately prior to the Effective Time.

F5: 25% of the shares underlying the option vested on October 27, 2022, with the remaining shares vesting in equal monthly installments thereafter starting on the 1st of the following month until fully vested, subject to the Reporting Person's continued service through the applicable vesting date.

F6: Pursuant to the Merger Agreement, each option to purchase SomaLogic common stock (a "SomaLogic Option"), whether vested or unvested, that was outstanding immediately prior to the Effective Time, was converted into an option to acquire the number of shares of common stock of the Company equal to the product of (i) the number of shares subject to such SomaLogic Option as of immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio, rounded down to the nearest whole number of shares of the Company's common stock, at an exercise price per share equal to the quotient obtained by dividing the per share exercise price of the SomaLogic Option by the Exchange Ratio, rounded up to the nearest whole cent. Except as noted above, each assumed SomaLogic Option will continue to be governed by the same terms and conditions, including vesting terms and provision, as were applicable to such SomaLogic Option immediately prior to the Effective Time.

F7: This option is fully vested and currently exercisable.

F8: One third of the shares underlying the option vested on October 17, 2023, with the remaining shares vesting in equal monthly installments thereafter starting on the 1st of the following month until fully vested, subject to the Reporting Person's continued service through the applicable vesting date.

F9: 25% of the shares underlying the option vest on March 17, 2024, with the remaining shares vesting in equal monthly installments thereafter starting on the 1st of following full month until fully vested, subject to the Reporting Person's continued service through the applicable vesting date.

F10: Pursuant to the Merger Agreement, each warrant to purchase SomaLogic common stock was treated in accordance with its terms on and after the Effective Time and each warrant will convert into the right to receive, upon exercise of such warrant, the number of shares of common stock of the Company equal to multiplying the number of shares of common stock of SomaLogic subject to such warrant by the Exchange Ratio.