0000899243-23-019711.txt : 20231003 0000899243-23-019711.hdr.sgml : 20231003 20231003143031 ACCESSION NUMBER: 0000899243-23-019711 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231002 FILED AS OF DATE: 20231003 DATE AS OF CHANGE: 20231003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KHANDROS IGOR Y CENTRAL INDEX KEY: 0001256946 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39388 FILM NUMBER: 231302748 MAIL ADDRESS: STREET 1: 25 HACIENDAS ROAD CITY: ORINDA STATE: CA ZIP: 94563 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Bruker Cellular Analysis, Inc. CENTRAL INDEX KEY: 0001689657 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 352415390 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5858 HORTON STREET STREET 2: SUITE 320 CITY: EMERYVILLE STATE: CA ZIP: 94608 BUSINESS PHONE: 510-858-2855 MAIL ADDRESS: STREET 1: 5858 HORTON STREET STREET 2: SUITE 320 CITY: EMERYVILLE STATE: CA ZIP: 94608 FORMER COMPANY: FORMER CONFORMED NAME: PhenomeX Inc. DATE OF NAME CHANGE: 20230320 FORMER COMPANY: FORMER CONFORMED NAME: Berkeley Lights, Inc. DATE OF NAME CHANGE: 20161109 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-10-02 0 0001689657 Bruker Cellular Analysis, Inc. CELL 0001256946 KHANDROS IGOR Y C/O BRUKER CELLULAR ANALYSIS, INC. 5858 HORTON STREET, SUITE 320 EMERYVILLE CA 94608 1 0 0 0 0 Common Stock 2023-10-02 4 M 0 70000 D 8819993 D Common Stock 2023-10-02 4 D 0 8819993 D 0 D On October 2, 2023, pursuant to the Agreement and Plan of Merger dated as of August 17, 2023 (the "Merger Agreement"), by and among Bruker Corporation ("Bruker"), Bird Mergersub Corporation ("Merger Sub") and Phenomex Inc. (the "Company"), Merger Sub merged with and into the Company, with the Company surviving the Merger as a wholly owned subsidiary of Bruker (the "Merger"), and each restricted stock unit ("RSU") held by the Reporting Person was cancelled and converted into the right to receive $1.00 per share in cash (the "Merger Consideration"). Pursuant to the Merger, the Reporting Person disposed of each RSU held by him in exchange for the Merger Consideration. 8,819,993 shares of common stock directly held by family trusts of which Dr. Khandros is a trustee. Pursuant to the Merger Agreement, each outstanding share of Common Stock, par value $0.00005 per share ("Common Stock") held by the Reporting Person was cancelled and converted into the right to receive the "Merger Consideration. Pursuant to the Merger, the Reporting Person disposed of all shares of Common Stock beneficially owned by him in exchange for the Merger Consideration. /s/ Christine Nassi, Attorney-in-fact for Igor Y. Khandros 2023-10-03