SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BROWN J. CHAD

(Last) (First) (Middle)
530 FAIRVIEW AVENUE N

(Street)
SEATTLE WA 98109

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NanoString Technologies Inc [ NSTG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Sales & Marketing
3. Date of Earliest Transaction (Month/Day/Year)
03/15/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
03/17/2021
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/15/2021 A 5,376 A (1) 11,037(2) D
Common Stock 03/16/2021 S(3) 1,335 D $66.32 9,702(4) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one (1) share of Issuer's common stock.
2. On March 17, 2021, the Reporting Person filed a Form 4 which inadvertently misstated the number of shares held by the Reporting Person following the vesting of 5,376 RSUs reported on the Form 4. The number of shares reported in Column 5 of this Form 4/A reflects the corrected amount of securities beneficially owned by the Reporting Person following the vesting of such RSUs on March 15, 2021.
3. The reported shares were sold to cover the reporting person's tax liability in connection with the vesting of RSUs.
4. On March 17, 2021, the Reporting Person filed a Form 4 which (i) inadvertently misstated the date of a sale of shares to cover the Reporting Person's tax liability in connection with the vesting of the RSUs, (ii) included an incorrect Transaction Code in Column 3 of the Form 4 in relation to said sale, and (iii) in Column 5, inadvertently misstated the number of shares held by the Reporting Person following the sale of shares reported in the Form 4. The Date reported in Column 2 of this Form 4, the Amount reported in Column 5 of this Form 4/A, and reflect corrections to these items.
Remarks:
/s/ Shannon Atchison, Attorney-in-fact 04/13/2021
** 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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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