DNA Form 4: CFO Coen Vesting Triggers 310-Share Tax Sale at $12.396

Rhea-AI Filing Summary

Insider transactions by Ginkgo Bioworks Holdings, Inc. (DNA): Chief Financial Officer Steven P. Coen reported vesting-related activity on August 21-22, 2025. Two sets of restricted stock units (RSUs) converted into Class A common shares: 587 RSUs and 156 RSUs were deemed acquired on August 21, 2025. A subsequent open-market sale on August 22, 2025 sold 310 shares at $12.396 each to satisfy tax withholding related to vesting. Following these transactions, the reporting person beneficially owned 11,112 and 4,847 Class A shares in the respective RSU pools, with total reported Class A holdings shown across lines. The Form 4 was signed by an attorney-in-fact on August 26, 2025.

Insights

Securities Analyst

TL;DR Routine executive vesting with a standard "sell-to-cover" tax sale; not a discretionary market-timing trade.

The filing documents vesting of two RSU grants that converted into Class A common stock on August 21, 2025, followed by a sale of 310 shares on August 22, 2025 at $12.396 to satisfy tax withholding. The transactions are recorded under transaction code M (vesting) and S (sale). The reporting person remains an officer (CFO) and retains substantial holdings after the transactions. This pattern aligns with issuer plan mechanics rather than opportunistic selling, indicating limited immediate governance or liquidity implications beyond routine compensation settlement.

Corporate Governance Expert

TL;DR Disclosure reflects standard equity compensation administration and compliance with Section 16 reporting.

The Form 4 discloses automatic vesting schedules and issuer-authorized "sell-to-cover" transactions used to fund tax obligations. Vesting schedules referenced (25% initial vesting then monthly installments; alternate 2/48ths then monthly) are stated in the explanations. The filing was executed by an attorney-in-fact and indicates adherence to reporting formalities; there is no indication of unusual timing or deviation from plan terms in the document.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Coen Steven P.

(Last) (First) (Middle)

C/O GINKGO BIOWORKS HOLDINGS, INC.

27 DRYDOCK AVENUE

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ginkgo Bioworks Holdings, Inc. [ DNA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See remarks

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Class A Common Stock	08/21/2025		M(1)		587	A	(1)	11,266	D
Class A Common Stock	08/21/2025		M(1)		156	A	(1)	11,422	D
Class A Common Stock	08/22/2025		S(2)		310	D	$12.396	11,112	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
Restricted Stock Units	(1)	08/21/2025		M(1)			587	(3)	(3)	Class A Common Stock	587	(1)	12,340	D
Restricted Stock Units	(1)	08/21/2025		M(1)			156	(4)	(4)	Class A Common Stock	156	(1)	4,847	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock and/or restricted stock units. Sales to cover tax withholding obligations in connection with the vesting of such securities do not represent discretionary trades by the Reporting Person. The Issuer's equity incentive plans allow the Issuer to require that satisfaction of tax withholding obligations be funded by a "sell to cover" transaction.

3. The RSUs vest as follows: 25% of the underlying shares vested on May 1, 2024, then 36 equal monthly installments thereafter.

4. The RSUs vest as follows: 2/48ths of the underlying shares vested on May 1, 2024, then 46 equal monthly installments thereafter.

Remarks:

Chief Financial Officer

	/s/ Karen Tepichin, Attorney-in-Fact	08/26/2025
	** 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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FAQ

What insider did the Form 4 for DNA report?

The Form 4 was filed for Steven P. Coen, the company's Chief Financial Officer.

What transactions were reported on the DNA Form 4?

Two RSU vesting events were recorded on 08/21/2025 (587 and 156 RSUs converted to Class A shares) and a sale of 310 shares on 08/22/2025 at $12.396 per share to cover taxes.

Why were shares sold after vesting according to the filing?

The filing states the sale was a sell-to-cover transaction to satisfy tax withholding obligations associated with RSU vesting.

How many Class A shares did the reporting person hold after the transactions?

The filing shows beneficial ownership figures of 11,112 and 4,847 Class A shares related to the two RSU pools after the reported transactions.

When was the Form 4 signed and by whom?

The Form 4 was signed on 08/26/2025 by Karen Tepichin, Attorney-in-Fact.