[SCHEDULE 13G] 23andMe Holding Co. SEC Filing

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

23andMe Holding Co.

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

90138Q306

(CUSIP Number)

06/13/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Capital Partners, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 221,858.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 221,858.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

221,858.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1.1 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Capital Institutional Partners, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 195,040.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 195,040.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

195,040.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Capital Institutional Partners II, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 107,337.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 107,337.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

107,337.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.5 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Capital Institutional Partners III, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 67,533.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 67,533.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

67,533.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.3 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Four Crossings Institutional Partners V, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 70,155.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 70,155.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

70,155.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.3 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Capital Offshore Investors II, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 525,633.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 525,633.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

525,633.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

2.6 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Capital F5 Master I, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 39,667.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 39,667.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

39,667.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.2 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Capital (AM) Investors, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 43,685.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 43,685.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

43,685.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.2 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Partners, L.L.C.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,231,241.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,231,241.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,231,241.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon Institutional (GP) V, L.L.C.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 70,155.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 70,155.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

70,155.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.3 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Farallon F5 (GP), L.L.C.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 39,667.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 39,667.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

39,667.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.2 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Dapice Joshua J.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Dreyfuss, Philip D.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Dunn Hannah E.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Fried, Richard B

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Gehani, Varun N.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Giauque, Nicolas

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

FRANCE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Kim, David T.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Linn, Michael G.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Luo Patrick (Cheng)

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Patel, Rajiv A.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Roberts, Jr., Thomas G.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Saito Edric C.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Seybold, William

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Short Daniel S.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Spokes, Andrew J. M.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Warren, John R.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 90138Q306

1

Names of Reporting Persons

Wehrly, Mark C.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,270,908.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,270,908.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,270,908.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: 23andMe Holding Co.
(b)	Address of issuer's principal executive offices: 870 Market Street, Room 415, San Francisco, California, 94102
Item 2.
(a)	Name of person filing: This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons". (i) Farallon Capital Partners, L.P., a California limited partnership ("FCP"), with respect to the Shares held by it; (ii) Farallon Capital Institutional Partners, L.P., a California limited partnership ("FCIP"), with respect to the Shares held by it; (iii) Farallon Capital Institutional Partners II, L.P., a California limited partnership ("FCIP II"), with respect to the Shares held by it; (iv) Farallon Capital Institutional Partners III, L.P., a Delaware limited partnership ("FCIP III"), with respect to the Shares held by it; (v) Four Crossings Institutional Partners V, L.P., a Delaware limited partnership ("FCIP V"), with respect to the Shares held by it; (vi) Farallon Capital Offshore Investors II, L.P., a Cayman Islands exempted limited partnership ("FCOI II"), with respect to the Shares held by it; (vii) Farallon Capital F5 Master I, L.P., a Cayman Islands exempted limited partnership ("F5MI"), with respect to the Shares held by it; and (viii) Farallon Capital (AM) Investors, L.P., a Delaware limited partnership ("FCAMI"), with respect to the Shares held by it. FCP, FCIP, FCIP II, FCIP III, FCIP V, FCOI II, F5MI and FCAMI are together referred to herein as the "Farallon Funds." (ix) Farallon Partners, L.L.C., a Delaware limited liability company (the "Farallon General Partner"), which is (i) the general partner of each of FCP, FCIP, FCIP II, FCIP III, FCOI II and FCAMI, and (ii) the sole member of the FCIP V General Partner (as defined below), with respect to the Shares held by each of the Farallon Funds other than F5MI. (x) Farallon Institutional (GP) V, L.L.C., a Delaware limited liability company (the "FCIP V General Partner"), which is the general partner of FCIP V, with respect to the Shares held by FCIP V. (xi) Farallon F5 (GP), L.L.C., a Delaware limited liability company (the "F5MI General Partner"), which is the general partner of F5MI, with respect to the Shares held by F5MI. (xii) The following persons, each of whom is a managing member or senior managing member, as the case may be, of the Farallon General Partner, and a manager or senior manager, as the case may be, of the FCIP V General Partner and the F5MI General Partner, with respect to the Shares held by the Farallon Funds: Joshua J. Dapice ("Dapice"); Philip D. Dreyfuss ("Dreyfuss"); Hannah E. Dunn ("Dunn"); Richard B. Fried ("Fried"); Varun N. Gehani ("Gehani"); Nicolas Giauque ("Giauque"); David T. Kim ("Kim"); Michael G. Linn ("Linn"); Patrick (Cheng) Luo ("Luo"); Rajiv A. Patel ("Patel"); Thomas G. Roberts, Jr. ("Roberts"); Edric C. Saito ("Saito"); William Seybold ("Seybold"); Daniel S. Short ("Short"); Andrew J. M. Spokes ("Spokes"); John R. Warren ("Warren"); and Mark C. Wehrly ("Wehrly"). Dapice, Dreyfuss, Dunn, Fried, Gehani, Giauque, Kim, Linn, Luo, Patel, Roberts, Saito, Seybold, Short, Spokes, Warren and Wehrly are together referred to herein as the "Farallon Individual Reporting Persons."
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of the Reporting Persons is c/o Farallon Capital Management, L.L.C., One Maritime Plaza, Suite 2100, San Francisco, California 94111.
(c)	Citizenship: The citizenship of each of the Farallon Funds, the Farallon General Partner, the FCIP V General Partner and the F5MI General Partner is set forth above. Each of the Farallon Individual Reporting Persons, other than Giauque, Luo and Spokes, is a citizen of the United States. Giauque is a citizen of France. Luo is a citizen of China. Spokes is a citizen of the United Kingdom.
(d)	Title of class of securities: Class A Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 90138Q306
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:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person. The Shares reported hereby for the respective Farallon Funds are held directly by the respective Farallon Funds. The Farallon General Partner, as the general partner of each of FCP, FCIP, FCIP II, FCIP III, FCOI II and FCAMI, and as the sole member of the FCIP V General Partner, may be deemed to be a beneficial owner of such Shares held by the Farallon Funds other than F5MI. The FCIP V General Partner, as the general partner of FCIP V, may be deemed to be a beneficial owner of such Shares held by FCIP V. The F5MI General Partner, as the general partner of F5MI, may be deemed to be a beneficial owner of such Shares held by F5MI. Each of the Farallon Individual Reporting Persons, as a managing member or senior managing member, as the case may be, of the Farallon General Partner, and as a manager or senior manager, as the case may be, of the FCIP V General Partner and the F5MI General Partner, in each case with the power to exercise investment discretion, may be deemed to be a beneficial owner of such Shares held by the Farallon Funds. Each of the Farallon General Partner, the FCIP V General Partner, the F5MI General Partner and the Farallon Individual Reporting Persons hereby disclaims any beneficial ownership of any such Shares.
(b)	Percent of class: The information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(ii) Shared power to vote or to direct the vote: The information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. The Reporting Persons are filing this Schedule 13G pursuant to Section 240.13d-1(c). The Reporting Persons neither disclaim nor affirm the existence of a group among them. Each Reporting Person is a beneficial owner only of the securities reported by it on its cover page.
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

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.

Farallon Capital Partners, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member of its General Partner
Date:	06/20/2025

Farallon Capital Institutional Partners, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member of its General Partner
Date:	06/20/2025

Farallon Capital Institutional Partners II, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member of its General Partner
Date:	06/20/2025

Farallon Capital Institutional Partners III, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member of its General Partner
Date:	06/20/2025

Four Crossings Institutional Partners V, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Manager of its General Partner
Date:	06/20/2025

Farallon Capital Offshore Investors II, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member of its General Partner
Date:	06/20/2025

Farallon Capital F5 Master I, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Manager of its General Partner
Date:	06/20/2025

Farallon Capital (AM) Investors, L.P.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member of its General Partner
Date:	06/20/2025

Farallon Partners, L.L.C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member
Date:	06/20/2025

Farallon Institutional (GP) V, L.L.C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Manager
Date:	06/20/2025

Farallon F5 (GP), L.L.C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Manager
Date:	06/20/2025

Dapice Joshua J.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Dreyfuss, Philip D.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Dunn Hannah E.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn
Date:	06/20/2025

Fried, Richard B

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Gehani, Varun N.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Giauque, Nicolas

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Kim, David T.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Linn, Michael G.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Luo Patrick (Cheng)

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Patel, Rajiv A.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Roberts, Jr., Thomas G.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Saito Edric C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Seybold, William

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Short Daniel S.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Spokes, Andrew J. M.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Warren, John R.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Wehrly, Mark C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/20/2025

Exhibit Information

Exhibit 1. Joint Acquisition Statement Pursuant to Section 240.13d-1(k)