Initial Statement of Beneficial Ownership (3)
26 January 2022 - 4:18AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
Meister Keith A. |
2. Date of Event Requiring Statement (MM/DD/YYYY)
1/14/2022
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3. Issuer Name and Ticker or Trading Symbol
Sema4 Holdings Corp. [SMFR]
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(Last)
(First)
(Middle)
C/O CORVEX MANAGEMENT LP, 667 MADISON AVENUE |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Street)
NEW YORK, NY 10065
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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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) |
Class A Common Stock | 15493750 | I | See footnotes (1)(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: 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 |
Warrants to purchase Class A Common Stock | 9/3/2021 | 7/22/2026 | Class A Common Stock | 6736669 | $11.50 | I | See footnotes (1)(3) |
Explanation of Responses: |
(1) | CMLS Holdings LLC ("CMLS Holdings") is the record holder of 10,993,750 shares of the Class A common stock, par value $0.0001 per share ("Class A Common Stock") reported herein and all 6,736,669 of the warrants reported herein. Mr. Meister is one of two members of the Board of Managers of CMLS Holdings, and Mr. Meister shares voting and investment discretion with respect to the securities held of record by CMLS Holdings. |
(2) | Investment funds advised by Corvex Management LP are the record holders of 4,500,000 shares of the Class A Common Stock reported herein. Mr. Meister may be deemed to be indirectly beneficially own these shares by virtue of Mr. Meister's control of the general partner of Corvex Management LP. |
(3) | For the purposes of this filing, Mr. Meister disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that Mr. Meister is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Meister Keith A. C/O CORVEX MANAGEMENT LP 667 MADISON AVENUE NEW YORK, NY 10065 | X |
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Signatures
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/s/ Keith A. Meister | | 1/25/2022 |
**Signature of Reporting Person | Date |
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