Hsieh Amends Fulgent Genetics Stake Filing

TL;DR

Ming Hsieh updated his Fulgent Genetics (FLGT) filing - likely a minor change but worth watching.

AI Summary

Ming Hsieh filed an amendment (Amendment No. 3) to his Schedule 13D on November 5, 2024, regarding his beneficial ownership of Fulgent Genetics, Inc. The filing indicates a change in the reporting person's holdings, though specific details on the nature or extent of the change are not provided in this excerpt. The filing is made under the Securities Exchange Act of 1934.

Why It Matters

Changes in beneficial ownership filings like this can signal significant shifts in a major shareholder's strategy or confidence in the company, potentially impacting stock price.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings can indicate changes in a significant shareholder's intentions or holdings, which could lead to future market activity.

Key Players & Entities

• Ming Hsieh (person) — Reporting Person
• Fulgent Genetics, Inc. (company) — Subject Company
• Scott M. Stanton, Esq. (person) — Legal Counsel
• Melanie Ruthrauff Levy, Esq. (person) — Legal Counsel
• Mintz, Levin, Cohn, Ferris, Glovsky & Popeo, P.C. (company) — Legal Counsel

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti
• $9 — e equal to the public offering price of $9.00, or an aggregate purchase price of $
• $9,000,000.00 — 9.00, or an aggregate purchase price of $9,000,000.00. On June 12, 2017, the Reporting Pers
• $4.947 — nsaction at a weighted average price of $4.947 per share. 3 On June 13, 2017, the
• $5.0127 — nsaction at a weighted average price of $5.0127 per share. On June 14, 2017, the Repo
• $5.1068 — nsaction at a weighted average price of $5.1068 per share. On June 15, 2017, the Repo
• $5.3503 — nsaction at a weighted average price of $5.3503 per share. On November 9, 2017, the R
• $3.4747 — nsaction at a weighted average price of $3.4747 per share. On November 10, 2017, the
• $3.3461 — nsaction at a weighted average price of $3.3461 per share. On November 13, 2017, the
• $3.2798 — nsaction at a weighted average price of $3.2798 per share. On November 14, 2017, the
• $3.3482 — nsaction at a weighted average price of $3.3482 per share. On November 15, 2017, the
• $3.2833 — nsaction at a weighted average price of $3.2833 per share. On November 16, 2017, the
• $3.2212 — nsaction at a weighted average price of $3.2212 per share. On November 17, 2017, the
• $3.1618 — nsaction at a weighted average price of $3.1618 per share. On November 20, 2017, the
• $3.2795 — nsaction at a weighted average price of $3.2795 per share. On November 21, 2017, the

Filing Documents

• sc_13da-ming_hsieh_11524.htm (SC 13D/A) — 72KB
• 0000950170-24-121578.txt ( ) — 73KB

Security and Issuer

Item 1. Security and Issuer. This amended and restated Schedule 13D (this “Statement”) relates to the common stock, par value $0.0001 per share (the “Common Stock”), of Fulgent Genetics, Inc., a Delaware corporation (the “Issuer”). The principal executive office of the Issuer is located at 4399 Santa Anita Avenue, El Monte, California 91731.

Identity and Background

Item 2. Identity and Background. (a) This Statement is being filed by Ming Hsieh, (the “Reporting Person”) and the Reporting Person on behalf of “The Ming Hsieh Trust (the “Trust”). (b) The business address of the Reporting Person and the Trust is c/o Fulgent Genetics, Inc., 4399 Santa Anita Avenue, El Monte, California 91731. (c) The Reporting Person serves as Chief Executive Officer and Chairman of the Board of Directors (the “Board”) of the Issuer. (d)-(e) During the last five years, the Reporting Person has not been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of the United States of America. The Trust is organized in the State of California.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration. 7,760,733 shares of Common Stock of the Issuer beneficially owned by the Reporting Person were acquired (a) with the personal funds of the Reporting Person and (b) upon completion of the Reorganization. In the Reorganization, all of Fulgent Therapeutics’ Class D-1 preferred units were cancelled in exchange for shares of the Issuer’s Common Stock at a ratio of 7.6-for-1. The Reporting Person acquired 5,444,944 shares of Common Stock of the Issuer in the Reorganization in exchange for the cancellation of 41,381,579 Class D-1 preferred units of Fulgent Therapeutics, and the Hsieh Trust acquired 1,315,789 shares of Common Stock of the Issuer in the Reorganization in exchange for the cancellation of 10,000,000 Class D-1 preferred units of Fulgent Therapeutics. In addition, the Reporting Person acquired 1,000,000 shares of Common Stock of the Issuer on October 4, 2016, in the Issuer’s IPO, for a per share purchase price equal to the public offering price of $9.00, or an aggregate purchase price of $9,000,000.00. On June 12, 2017, the Reporting Person purchased 15,000 shares of the Issuer’s Common Stock in an open market transaction at a weighted average price of $4.947 per share. 3 On June 13, 2017, the Reporting Person purchased 15,000 shares of the Issuer’s Common Stock in an open market transaction at a weighted average price of $5.0127 per share. On June 14, 2017, the Reporting Person purchased 7,300 shares of the Issuer’s Common Stock in an open market transaction at a weighted average price of $5.1068 per share. On June 15, 2017, the Reporting Person purchased 12,700 shares of the Issuer’s Common Stock in an open market transaction at a weighted average price of $5.3503 per share. On November 9, 2017, the Reporting Person purchased 11,520 shares of the Issuer’s Common Stock in an open market transaction at a weighted average price of $3.47

Purpose of Transaction

Item 4. Purpose of Transaction. The information set forth in Item 3 of this Statement is incorporated herein by reference. The Reporting Person holds the shares of Common Stock reported in this Statement for general investment purposes. The Reporting Person may, from time to time, acquire additional, or dispose of, shares of Common Stock or other securities of the Issuer, in the Reporting Person’s capacity as Chief Executive Officer and Chairman of the Board of the Issuer or otherwise, or engage in discussions with the Issuer concerning investments in the Issuer. The Reporting Person intends to review his ownership of Common 5 Stock on a continuing basis and, depending upon the price and availability of shares of Common Stock of the Issuer, subsequent developments affecting the Issuer, the Issuer’s business and prospects, other investment and business opportunities available to the Reporting Person, general stock market and economic conditions, tax considerations and other factors considered relevant, the Reporting Person may decide at any time to increase or to decrease the size of his holdings of the Issuer’s securities or securities derived of, exercisable for or convertible into the Issuer’s securities.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. (a) The Reporting Person beneficially owns 8,730,670 shares of Common Stock of the Issuer, representing 28.5% of all of the outstanding shares of Common Stock of the Issuer. The percentage set forth in this Item 5(a) is based on 30,586,811 shares of common stock outstanding as of November 4, 2024. (b) The Reporting Person has the sole power to vote or direct the vote and dispose or direct the disposition of 8,509,854 shares of Common Stock of the Issuer as of and within sixty (60) days after November 1, 2024 the Reporting Person has shared power to vote or direct the vote or dispose or direct the disposition of zero shares of Common Stock. The Reporting Person is a member of the investment committee of the Dynasty Trust and as such, shares voting and dispositive power of the shares issued to the Dynasty Trust. (c) Except as otherwise set forth in this Statement, no transactions in the shares of Common Stock of the Issuer have been effected by the Reporting Person in the last sixty (60) days. (d) Not applicable.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The information set forth in footnote 2 of Box 7 of the cover page of this Schedule 13D/A is hereby incorporated by reference.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. Exhibit 1 Joint Filing Agreement, dated as of December 22, 2020, by and among Mr. Hsieh and the Trust 6 SIGNATURE After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct. Dated: November 5, 2024 /s/ Ming Hsieh Ming Hsieh THE MING HSIEH TRUST /s/ Ming Hsieh By: Ming Hsieh, Trustee 7

View Full Filing

View this SC 13D/A filing on SEC EDGAR