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* Keim Tracy (Last) (First) (Middle) C/O 23ANDME HOLDING CO. 223 N. MATHILDA AVENUE (Street) SUNNYVALE CA 94086 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/16/2021	3. Issuer Name and Ticker or Trading Symbol 23andMe Holding Co. [ ME ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) See Remarks	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)	03/19/2023	Class A Common Stock, $0.0001 par value	77,069	$0.4	D
Stock Option (Right to Buy)	(2)	11/04/2023	Class A Common Stock, $0.0001 par value	13,047	$0.42	D
Stock Option (Right to Buy)	(3)	09/03/2025	Class A Common Stock, $0.0001 par value	126,871	$2.33	D
Stock Option (Right to Buy)	(4)	05/09/2027	Class A Common Stock, $0.0001 par value	395,128	$2.96	D
Stock Option (Right to Buy)	(5)	04/23/2028	Class A Common Stock, $0.0001 par value	80,278	$4.17	D
Stock Option (Right to Buy)	(6)	06/30/2029	Class A Common Stock, $0.0001 par value	57,341	$5.01	D
Stock Option (Right to Buy)	(7)	08/25/2030	Class A Common Stock, $0.0001 par value	401,396	$5.04	D

Explanation of Responses:

1. The stock options vest 25% after 12 months of service and on a pro rata basis (in remaining 1/48 installments) over the following 36 months of service beginning on February 11, 2013.

2. The stock options vest equally in 1/48 monthly installments beginning on September 1, 2013.

3. The stock options vest equally in 1/48 monthly installments beginning on September 1, 2015.

4. The stock options vest equally in 1/48 monthly installments beginning on May 1, 2017.

5. The stock options vest equally in 1/48 monthly installments beginning on April 24, 2018.

6. The stock options vest equally in 1/48 monthly installments beginning on April 1, 2019.

7. The stock options vest equally in 1/48 monthly installments beginning on September 1, 2020.

Remarks:

Vice President, Consumer Marketing and Brand Exhibit List Exhibit 24 - Power of Attorney

	/s/ Tracy Keim, by Kathy Hibbs, attorney-in-fact	06/25/2021
	** 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 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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