SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Eclipse GP III, LLC

(Last) (First) (Middle)
514 HIGH STREET
SUITE 4

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Lucira Health, Inc. [ LHDX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/09/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/09/2021 C 976,852 A (1) 976,852 I See footnote(2)
Common Stock 02/09/2021 C 877,445 A (1) 1,854,297 I See footnote(2)
Common Stock 02/09/2021 C 185,512 A (1) 2,039,809 I See footnote(2)
Common Stock 02/09/2021 C 3,710,257 A (1) 3,710,257 D(3)
Common Stock 02/09/2021 C 473,729 A $13.6 4,183,986 D(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (1) 02/09/2021 C 976,852 (1) (1) Common Stock 976,852 $0.00 0 I See footnote(2)
Series B Preferred Stock (1) 02/09/2021 C 877,445 (1) (1) Common Stock 877,445 $0.00 0 I See footnote(2)
Series C Preferred Stock (1) 02/09/2021 C 185,512 (1) (1) Common Stock 185,512 $0.00 0 I See footnote(2)
Series C Preferred Stock (1) 02/09/2021 C 3,710,257 (1) (1) Common Stock 3,710,257 $0.00 0 D(3)
Convertible Promissory Note $13.6 02/09/2021 C $6,442,717.58 (4) 12/11/2022 Common Stock 473,729 $0.00 0 D(3)
1. Name and Address of Reporting Person*
Eclipse GP III, LLC

(Last) (First) (Middle)
514 HIGH STREET
SUITE 4

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Eclipse Fund III, L.P.

(Last) (First) (Middle)
514 HIGH STREET
SUITE 4

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Eclipse Ventures Fund I, L.P.

(Last) (First) (Middle)
514 HIGH STREET
SUITE 4

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Eclipse Ventures GP I, LLC

(Last) (First) (Middle)
514 HIGH STREET
SUITE 4

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Each share of Series A Preferred, Series B Preferred Stock and Series C Preferred Stock (the "Preferred Stock") automatically converted on a one-for-one basis into Common Stock at the closing of the Issuer's initial public offering, for no additional consideration. The shares of Preferred Stock had no expiration date.
2. The securities are held directly by Eclipse Ventures Fund I, L.P. ("Eclipse I"). Eclipse Ventures GP I, LLC ("Eclipse I GP") is the general partner of Eclipse I and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Mr. Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse I GP and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Eclipse I GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse I except to the extent of their respective pecuniary interests therein, if any.
3. The securities are held directly by Eclipse Fund III, L.P. ("Eclipse III"). Eclipse GP III, LLC ("Eclipse III GP") is the general partner of Eclipse III and may be deemed to have voting and dispositive power over the shares held by Eclipse III. Mr. Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse III GP and may be deemed to have voting and dispositive power over the shares held by Eclipse III. Eclipse III GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse III except to the extent of their respective pecuniary interests therein, if any.
4. The convertible promissory note automatically converted into shares of the Issuer's Common Stock at the closing of the IPO.
Remarks:
Eclipse GP III, LLC /s/ Lior Susan, Managing Member 02/09/2021
Eclipse Fund III, L.P., By: Eclipse GP III, LC, its General Partner, /s/ Lior Susan, Managing Member 02/09/2021
Eclipse Ventures Fund I, L.P., By: Eclipse Ventures GP I, LLC, its General Partner /s/ Lior Susan, Managing Member 02/09/2021
Eclipse Ventures GP I, LLC /s/ Lior Susan, Managing Member 02/09/2021
** 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 4 (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).
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