Nautilus Biotechnology, Inc. (NAUT)

[StockLogistics]

November 2, 2021 filing supplement :

“This prospectus supplement supplements the prospectus dated August 6, 2021 (as supplemented to date, the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-258100) filed with the Securities and Exchange Commission (the “SEC”) on July 22, 2021 and declared effective by the SEC on August 6, 2021.
The Prospectus and this prospectus supplement relate to (i) the resale of 4,286,500 shares of common stock, par value $0.0001 per share (the “Common Stock”) issued in connection with the Domestication (as defined in the Prospectus) by certain of the selling securityholders named in the Prospectus (each a “selling securityholder” and, collectively, the “selling securityholders”), (ii) the resale of 69,655,827 shares of Common Stock issued in connection with the Business Combination (as defined in the Prospectus) by certain of the selling securityholders, (iii) the resale of 20,000,000 shares of common stock issued in the PIPE Financing (as defined in the Prospectus) by certain of the selling securityholders, and (iv) the issuance by us and resale of 1,702,729 shares of Common Stock reserved for issuance upon the exercise of certain outstanding options to purchase Common Stock.

Common Stock Warrants
In connection with a term loan that the Company entered into during fiscal year 2017, 63,491 common stock warrants were issued to the lender, and recorded at fair value within additional paid-in capital in stockholders’ equity (deficit). Fair value was determined using the Black-Scholes Option Pricing Model. There were no common stock warrants issued during the three and nine months ended September 30, 2021 and 2020. During the three months ended June 30, 2021, all common stock warrants were net exercised and the Company issued 62,722 Common Stock shares to the lender.
Common stock warrants as of December 31, 2020 were as follows:
December 31, 2020 Outstanding Warrants Number of Warrants Exercise Price Expiration Date Common stock 63,491 $ 0.12 9/7/2027 Total outstanding common stock warrants 63,491
Common Stock Reserved for Future Issuance
Shares of common stock reserved for future issuance on an as-if converted basis, were as follows:
September 30,
2021 December 31,
2020 Stock options issued and outstanding 8,316,886 5,145,547 Shares available for grant under 2021 Equity Incentive Plan 14,850,960 —
Shares available for grant under 2021 Employee Stock Purchase Plan
1,244,900 — Convertible preferred stock — 52,175,965 Common stock warrants outstanding — 63,491 Shares available for grant under 2017 Equity Incentive Plan — 2,349,673 Total shares of common stock reserved

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