SEC Filing - Investor Relations

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SEC FORM 3 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^*

Maverick Capital Ventures, LLC

(Last)

(First)

(Middle)

C/O MAVERICK CAPITAL

1900 N. PEARL STREET, 20TH FLOOR

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/03/2020

3. Issuer Name and Ticker or Trading Symbol
Seer, Inc. [ SEER ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	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)

	Form filed by One Reporting Person
X	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Series A Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,280,724	⁽¹⁾	I	See footnote⁽²⁾
Series B Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	1,275,928	⁽³⁾	I	See footnote⁽²⁾
Series C Convertible Preferred Stock	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	265,434	⁽⁴⁾	I	See footnote⁽²⁾
Series D Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	326,269	⁽⁵⁾	I	See footnote⁽²⁾
Series D-1 Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	242,204	⁽⁶⁾	I	See footnote⁽²⁾
Class B Common Stock	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	101,761	⁽⁷⁾	I	See footnote⁽²⁾
Series A Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	777,593	⁽¹⁾	I	See footnote⁽⁸⁾
Series B Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	700,762	⁽³⁾	I	See footnote⁽⁸⁾
Series C Convertible Preferred Stock	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	145,780	⁽⁴⁾	I	See footnote⁽⁸⁾
Series D Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	179,192	⁽⁵⁾	I	See footnote⁽⁸⁾
Series D-1 Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	131,627	⁽⁶⁾	I	See footnote⁽⁸⁾
Class B Common Stock	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	61,789	⁽⁷⁾	I	See footnote⁽⁸⁾

1. Name and Address of Reporting Person^*

Maverick Capital Ventures, LLC

(Last)

(First)

(Middle)

C/O MAVERICK CAPITAL

1900 N. PEARL STREET, 20TH FLOOR

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Maverick Ventures Investment Fund, L.P.

(Last)

(First)

(Middle)

C/O MAVERICK CAPITAL

1900 N. PEARL STREET, 20TH FLOOR

(Street)

DALLAS

75201

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Maverick Advisors Fund, L.P.

(Last)

(First)

(Middle)

C/O MAVERICK CAPITAL

1900 N. PEARL STREET, 20TH FLOOR

(Street)

DALLAS

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

AINSLIE LEE S III

(Last)

(First)

(Middle)

767 5TH AVENUE, 11TH FLOOR

(Street)

NEW YORK

10153

(City)

(State)

(Zip)

Explanation of Responses:

1. Each share of Series A Convertible Preferred Stock shall automatically convert into Class A Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.

2. The reported shares are held of record by Maverick Ventures Investment Fund, L.P. ("Maverick Ventures Fund"). Maverick Capital Ventures, LLC (Maverick Ventures) is the general partner of Maverick Ventures Fund. As the Managing Partners of Maverick Ventures, Lee S. Ainslie III and David B. Singer, a director of the Issuer, share voting and dispositive power with respect to the shares held by Maverick Ventures Fund. The reporting entities and individuals disclaim beneficial ownership of the reported securities of the Issuer held of record by Maverick Ventures Fund except to the extent of any pecuniary interest therein.

3. Each share of Series B Convertible Preferred Stock shall automatically convert into Class A Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.

4. Each share of Series C Convertible Preferred Stock shall automatically convert into Class A Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.

5. Each share of Series D Convertible Preferred Stock shall automatically convert into Class A Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.

6. Each share of Series D-1 Convertible Preferred Stock shall automatically convert into Class A Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.

7. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.

8. The reported shares are held of record by Maverick Advisors Fund, L.P. ("Maverick Advisors"). Maverick Ventures is the general partner of Maverick Advisors. As the Managing Partners of Maverick Ventures, Messrs. Ainslie and Singer share voting and dispositive power with respect to the shares held by Maverick Advisors. The reporting entities and individuals disclaim beneficial ownership of the reported securities of the Issuer held of record by Maverick Ventures Fund except to the extent of any pecuniary interest therein.

Remarks:

	/s/ Mark Gurevich, by power of attorney for Lee S. Ainslie III, a Managing Partner of Maverick Capital Ventures, LLC	12/03/2020
	/s/ Mark Gurevich, by power of attorney for Lee S. Ainslie III, a Managing Partner of Maverick Capital Ventures, LLC, the general partner of Maverick Ventures Investment Fund, L.P.	12/03/2020
	/s/ Mark Gurevich, by power of attorney for Lee S. Ainslie III, a Managing Partner of Maverick Capital Ventures, LLC, the general partner of Maverick Advisors Fund, L.P.	12/03/2020
	/s/ Mark Gurevich, by power of attorney for Lee S. Ainslie III	12/03/2020
	** 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).
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