NMSIC Co-Investment Fund Updates Exagen Stake; Shifts Reporting Status
Ticker: XGN · Form: SC 13G/A · Filed: Jan 22, 2024 · CIK: 1274737
| Field | Detail |
|---|---|
| Company | Exagen Inc. (XGN) |
| Form Type | SC 13G/A |
| Filed Date | Jan 22, 2024 |
| Risk Level | low |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.001 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: institutional-ownership, amendment, passive-investing
TL;DR
**NMSIC Co-Investment Fund changed its Exagen reporting, likely signaling a passive stake.**
AI Summary
NMSIC Co-Investment Fund, L.P. filed an amendment (SC 13G/A) on January 22, 2024, updating its ownership in Exagen Inc. as of December 31, 2023. This filing indicates that NMSIC Co-Investment Fund, L.P. is no longer required to report its holdings under Rule 13d-1(b) or 13d-1(c), but rather under Rule 13d-1(d), which typically signifies a passive investor holding less than 5% or a change in reporting status. This matters to investors because it suggests a potential reduction in a significant institutional holder's stake or a shift to a less active reporting requirement, which could influence market perception of institutional confidence in Exagen Inc.'s stock.
Why It Matters
This filing signals a change in NMSIC Co-Investment Fund, L.P.'s reporting obligations, potentially indicating a reduced stake or a more passive investment approach in Exagen Inc., which could affect investor sentiment.
Risk Assessment
Risk Level: low — This filing is an amendment to a passive ownership report and does not indicate any immediate, significant financial risk or opportunity.
Analyst Insight
Investors should monitor subsequent filings from NMSIC Co-Investment Fund, L.P. or other institutional investors to confirm any significant changes in ownership, as a shift to Rule 13d-1(d) often implies a reduced or more passive stake, which could be a minor negative signal for institutional confidence.
Key Numbers
- 30068X103 — CUSIP Number (identifies Exagen Inc.'s Common Stock)
- 0001140361-24-003118 — Accession Number (unique identifier for this SEC filing)
- 20240122 — Filed As Of Date (the date the SC 13G/A was filed with the SEC)
- 4 — Amendment Number (indicates this is the fourth amendment to a previous filing)
Key Players & Entities
- NMSIC Co-Investment Fund, L.P. (company) — the reporting person filing the SC 13G/A
- Exagen Inc. (company) — the subject company whose stock is being reported
- SUN MOUNTAIN CAPITAL PARTNERS, L.L.C. (company) — a group member listed in the filing
- December 31, 2023 (date) — the date of the event requiring the filing
- $0.001 (dollar_amount) — par value per share of Exagen Inc. Common Stock
Forward-Looking Statements
- NMSIC Co-Investment Fund, L.P. has likely reduced its ownership stake in Exagen Inc. to below 5% or shifted to a purely passive investment strategy. (NMSIC Co-Investment Fund, L.P.) — medium confidence, target: Q1 2024
FAQ
What is the purpose of an SC 13G/A filing?
An SC 13G/A is an amendment to a Schedule 13G, which is filed by passive investors who own 5% or more of a company's stock. The 'A' indicates it's an amendment to a previously filed statement, updating the information, as seen in this filing by NMSIC Co-Investment Fund, L.P. regarding Exagen Inc.
Which rule under the Securities Exchange Act of 1934 is NMSIC Co-Investment Fund, L.P. filing under?
NMSIC Co-Investment Fund, L.P. is filing under Rule 13d-1(d), as indicated by the checked box in the filing. This rule typically applies to institutional investors who are no longer required to file under 13d-1(b) or 13d-1(c), often due to a change in their ownership percentage or investment intent.
What is the CUSIP number for Exagen Inc.'s Common Stock?
The CUSIP number for Exagen Inc.'s Common Stock is 30068X103, as stated in the filing under 'Title of Class of Securities'.
When was the event that required this filing?
The date of the event which required this filing was December 31, 2023, as specified in the document.
What is the par value of Exagen Inc.'s Common Stock?
The par value of Exagen Inc.'s Common Stock is $0.001 per share, as detailed in the filing under 'Title of Class of Securities'.
Filing Stats: 1,152 words · 5 min read · ~4 pages · Grade level 8.5 · Accepted 2024-01-22 16:15:57
Key Financial Figures
- $0.001 — ame of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie
Filing Documents
- ef20019398_sc13ga.htm (SC 13G/A) — 81KB
- 0001140361-24-003118.txt ( ) — 83KB
(a)
Item 1(a). Name of Issuer: Exagen Inc.
(b)
Item 1(b). Address of Issuer's Principal Executive Offices: 1261 Liberty Way Vista, California 92081
(a)
Item 2(a). Name of Person Filing: This statement is being filed on behalf of each of the following persons (each, a "Reporting Person" and together, the "Reporting Persons"): (i) NMSIC Co-Investment Fund, L.P. ("NMSIC"); and (ii) Sun Mountain Capital Partners, L.L.C. ("Sun Mountain"), the general partner of NMSIC.
(b)
Item 2(b). Address of Principal Business Office or, if None, Residence: The address of the principal business office of each of the Reporting Persons is: 527 Don Gaspar Avenue Santa Fe, New Mexico 87505
(c)
Item 2(c). Citizenship: See row 4 of the cover page of each Reporting Person.
(d)
Item 2(d). Title of Class of Securities: Common Stock, par value $0.001 per share
(e)
Item 2(e). CUSIP No: 30068X103 Item 3. If this statement is filed pursuant to 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: Not applicable. Item 4. (a) Amount beneficially owned: See row 9 of the cover page of each Reporting Person. As of December 31, 2023, NMSIC directly owns 2,308,958 shares of common stock, par value $0.001 per share (the "Common Stock"), of the issuer. Sun Mountain is the general partner of NMSIC. The controlling members of Sun Mountain are Brian Birk, Sally Coming and Lee Rand. As such, each of these entities and individuals may be deemed to share beneficial ownership of the shares held of record by NMSIC. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Persons declare that filing this Schedule 13G shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Exchange Act, the beneficial owner of any Common Stock covered by this Schedule 13G except to the extent of such person's direct ownership of such Common Stock, and except to the extent of such direct ownership, such beneficial ownership is expressly disclaimed by each such person. (b) Percent of class: Each of the Reporting Persons may be deemed to be the beneficial owner of 13.55% of the outstanding shares of the Common Stock. The calculation of beneficial ownership percentage is based on 17,045,827 shares of Common Stock outstanding as of November 10, 2023, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, filed with the Securities and Exchange Commission on November 13, 2023. (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: See row 5 of the cover page of each Reporting Person. (ii) Shared power to vote or to direct the vote: See row 6 of the cover page of each Reporting Person. (iii) So
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: January 22, 2024 NMSIC CO-INVESTMENT FUND, L.P. By: Sun Mountain Capital Partners, L.L.C., its general partner By: /s/ Brian Birk Name: Brian Birk Title: Managing Member By: /s/ Lee Rand Name: Lee Rand Title: Managing Member SUN MOUNTAIN CAPITAL PARTNERS, L.L.C. By: /s/ Brian Birk Name: Brian Birk Title: Managing Member By: /s/ Lee Rand Name: Lee Rand Title: Managing Member