0001104659-20-011515.txt : 20200205 0001104659-20-011515.hdr.sgml : 20200205 20200205205741 ACCESSION NUMBER: 0001104659-20-011515 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200205 FILED AS OF DATE: 20200205 DATE AS OF CHANGE: 20200205 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BILL & MELINDA GATES FOUNDATION TRUST CENTRAL INDEX KEY: 0001166559 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39206 FILM NUMBER: 20580622 BUSINESS ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 BUSINESS PHONE: 4258897900 MAIL ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 FORMER NAME: FORMER CONFORMED NAME: GATES BILL & MELINDA FOUNDATION DATE OF NAME CHANGE: 20020205 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Schrodinger, Inc. CENTRAL INDEX KEY: 0001490978 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 954284541 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 120 WEST 45TH STREET STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 503-299-1150 MAIL ADDRESS: STREET 1: 120 WEST 45TH STREET STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 3 1 a3.xml 3 X0206 3 2020-02-05 0 0001490978 Schrodinger, Inc. SDGR 0001166559 BILL & MELINDA GATES FOUNDATION TRUST 2365 CARILLON POINT KIRKLAND WA 98033 0 0 1 0 Series B preferred stock Common Stock 3942041 D Series C preferred stock Common Stock 6319743 D Series D preferred stock Common Stock 4808612 D Series E preferred stock Common Stock 4487226 D All shares of Series B preferred stock, $0.01 par value per share, have no expiration date and will automatically convert into the Issuer's common stock on a 7.47534-for-1 basis upon the closing of the Issuer's initial public offering ("IPO"), unless voluntarily exchanged at the discretion of Bill & Melinda Gates Foundation Trust (the "Trust") into the Issuer's limited common stock on a 7.47534-for-1 basis. The Trust expects to exchange all of its Series B preferred stock into the Issuer's limited common stock upon the closing of the Issuer's IPO. All shares of Series C preferred stock, $0.01 par value per share, have no expiration date and will automatically convert into the Issuer's common stock on a 7.47534-for-1 basis upon the closing of the Issuer's IPO, unless voluntarily exchanged at the discretion of the Trust into the Issuer's limited common stock on a 7.47534-for-1 basis. The Trust expects to exchange all of its Series C preferred stock into the Issuer's limited common stock upon the closing of the Issuer's IPO. All shares of Series D preferred stock, $0.01 par value per share, have no expiration date and will automatically convert into the Issuer's common stock on a 7.47534-for-1 basis upon the closing of the Issuer's IPO, unless voluntarily exchanged at the discretion of the Trust into the Issuer's limited common stock on a 7.47534-for-1 basis. The Trust expects its Series D preferred stock to be exchanged into 2,902,409 shares of the Issuer's limited common stock and 1,906,203 shares of the Issuer's common stock upon the closing of the Issuer's IPO. All shares of Series E preferred stock, $0.01 par value per share, have no expiration date and will automatically convert into the Issuer's common stock on a 7.47534-for-1 basis upon the closing of the Issuer's IPO. Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of William H. Gates III and Melinda French Gates as Co-Trustees, filed as Exhibit 99.5 to Cascade Investment L.L.C.'s Schedule 13D with respect to Grupo Televisa, S.A.B. on May 7, 2009, SEC File No. 005-60431, and incorporated by reference herein. Bill & Melinda Gates Foundation Trust By: /s/ Alan Heuberger, Attorney-in-fact for each of the Co-Trustees, William H. Gates III and Melinda French Gates (See Remarks) 2020-02-05