SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Booth Andrew

(Last)

(First)

(Middle)

C/O ABCELLERA BIOLOGICS INC.

2215 YUKON STREET

(Street)

VANCOUVER

V5Y 0A1

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2020

3. Issuer Name and Ticker or Trading Symbol
AbCellera Biologics Inc. [ ABCL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares	116,959	I	By spouse

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽¹⁾	06/15/2026	Common Shares	900,000	$0.2⁽²⁾	D
Stock Option (right to buy)	⁽³⁾	08/22/2029	Common Shares	5,550,000	$0.33⁽⁴⁾	D
Stock Option (right to buy)	⁽⁵⁾	12/10/2030	Common Shares	228,800	$20	D

Explanation of Responses:

1. The shares subject to such option vest and become exercisable annually in equal installments over a six-year period, with the first tranche vested on June 15, 2017, subject to the Reporting Person's continuous service to the Issuer on each such date.

2. The exercise price reported above was converted from the Canadian exercise price of CAD $0.25 using an exchange rate of CAD $1.27840 = US $1.00.

3. 2,000,000 shares subject to the option vested and became exercisable on March 23, 2020. The remaining 3,550,000 shares (the "Remaining Shares") subject to the option vest and become exercisable as follows: 25% of the Remaining Shares subject to such option vested and became exercisable on August 22, 2020 and the remainder of the Remaining Shares vest in substantially equal quarterly installments for a period of 36 months thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date.

4. The exercise price reported above was converted from the Canadian exercise price of CAD $0.43 using an exchange rate of CAD $1.27840 = US $1.00.

5. 25% of the shares subject to such option vest and become exercisable on December 31, 2021 and the remainder of the shares vest in substantially equal quarterly installments for a period of 36 months thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Tryn Stimart, attorney-in-fact	12/11/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.