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*
BRADBURY DANIEL

(Last) (First) (Middle)
C/O CASTLE BIOSCIENCES, INC.
820 S. FRIENDSWOOD DRIVE, SUITE 201

(Street)
FRIENDSWOOD TX 77546

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/24/2019
3. Issuer Name and Ticker or Trading Symbol
CASTLE BIOSCIENCES INC [ CSTL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
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)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock option (right to buy) (1) 07/23/2019 Common Stock 30,895 $16 D
Series A Preferred Stock (2) (2) Common Stock 112,307 (2) I By LLC(3)
Series B Preferred Stock (2) (2) Common Stock 128,839 (2) I By LLC(3)
Series C Preferred Stock (2) (2) Common Stock 23,572 (2) I By LLC(3)
Series D Preferred Stock (2) (2) Common Stock 140,932 (2) I By LLC(3)
Series E-1 Preferred Stock (2) (2) Common Stock 138,250 (2) I By LLC(3)
Series E-2 Preferred Stock (2) (2) Common Stock 44,801 (2) I By LLC(3)
Series E-3 Preferred Stock (2) (2) Common Stock 39,855 (2) I By LLC(3)
Series F Preferred Stock (2) (2) Common Stock 209,005 (2) I By LLC(3)
Convertible Promissory Note (4) (4) Common Stock $874,537.48 (4) I By LLC(3)
Explanation of Responses:
1. 25% of the shares shall vest on August 1, 2020, and the remaining shares shall vest in 36 equal monthly installments thereafter.
2. All outstanding shares of Preferred Stock will automatically convert into shares of Common Stock immediately upon the closing of the Issuer's initial public offering (the "IPO"), for no additional consideration at a rate of 1 share of Common Stock for each 1.219 shares of Preferred Stock, based on the conversion price currently in effect. The Preferred Stock has no expiration date.
3. Held by BioBrit, LLC, of which the Reporting Person is the managing member and has voting and investment power over the shares.
4. The Reporting Person is the managing member of BioBrit, LLC, and has voting and investment power over the shares. The principal amount of the Convertible Promissory Note held by the Reporting Person is $874,537.48. Upon closing of the IPO, all unpaid principal and accrued interest outstanding on the Convertible Promissory Note (the "Conversion Amount") will automatically convert into the number of shares of Common Stock that is equal to the Conversion Amount as of the closing date divided by 80% of the IPO price per share.
Remarks:
/s/ Greg Acosta, Attorney-in-fact 07/24/2019
** 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.
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