Correspondence 0001193125-24-002578 from Personalis, Inc. (PSNL)
Personalis, Inc.
Date: Jan. 4, 2024 · CIK: 0001527753 · Accession: 0001193125-24-002578
AI Filing Summary & Sentiment
File numbers found in text: 333-276204
Letter
Laura Berezin
+1 206 452 8775
lberezin@cooley.com
January 4, 2024
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Industrial Applications and Services
100 F Street, N.E.
Washington, D.C. 20549
Attn: J. Conlon Danberg
RE: Personalis, Inc.
Registration Statement on Form S-3
Filed December 21, 2023
File No. 333-276204
Ladies and Gentlemen:
On behalf of Personalis, Inc. (the “Company”), we are providing this letter pursuant to our oral conversations with the staff of the U.S. Securities and Exchange Commission’s Division of Corporation Finance (the “Staff”) on December 29, 2023 and January 3, 2024 with respect to the Company’s Registration Statement on Form S-3 (File No. 333-276204), filed on December 21, 2023 (the “Registration Statement”).
The table below sets forth the aggregate market value of shares of the Company’s outstanding common stock held by non-affiliates of the Company as of December 21, 2023, calculated in accordance with General Instruction I.B.1 of Form S-3. Other than the Company’s directors and executive officers, the Company has no other “affiliates” as that term is defined in Rule 405 under the Securities Act of 1933, as amended.
Shares Outstanding
50,182,691
Shares Issued and Beneficially Owned by Affiliates
381,133
Shares Outstanding Held by Non-Affiliates
49,801,558
Closing Price on November 27, 2023
$ 1.80
Public Float
$ 89,642,804
Pursuant to the above, the Company is eligible to offer securities under the Registration Statement pursuant to General Instruction I.B.1 of Form S-3.
We request that the Staff contact Laura Berezin or Asa Henin of Cooley LLP, outside counsel to the Company, at (206) 452-8775 or (858) 550-6104, with any questions or comments regarding this letter.
Cooley LLP 1700 Seventh Avenue Suite 1900 Seattle, WA 98101-1355
t: +1 206 452 8700 f: +1 206 452 8800 cooley.com
Laura Berezin
+1 206 452 8775
lberezin@cooley.com
Sincerely,
Cooley LLP
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CORRESP 1 filename1.htm CORRESP Laura Berezin +1 206 452 8775 lberezin@cooley.com January 4, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services 100 F Street, N.E. Washington, D.C. 20549 Attn: J. Conlon Danberg RE: Personalis, Inc. Registration Statement on Form S-3 Filed December 21, 2023 File No. 333-276204 Ladies and Gentlemen: On behalf of Personalis, Inc. (the “Company”), we are providing this letter pursuant to our oral conversations with the staff of the U.S. Securities and Exchange Commission’s Division of Corporation Finance (the “Staff”) on December 29, 2023 and January 3, 2024 with respect to the Company’s Registration Statement on Form S-3 (File No. 333-276204), filed on December 21, 2023 (the “Registration Statement”). The table below sets forth the aggregate market value of shares of the Company’s outstanding common stock held by non-affiliates of the Company as of December 21, 2023, calculated in accordance with General Instruction I.B.1 of Form S-3. Other than the Company’s directors and executive officers, the Company has no other “affiliates” as that term is defined in Rule 405 under the Securities Act of 1933, as amended. Shares Outstanding 50,182,691 Shares Issued and Beneficially Owned by Affiliates 381,133 Shares Outstanding Held by Non-Affiliates 49,801,558 Closing Price on November 27, 2023 $ 1.80 Public Float $ 89,642,804 Pursuant to the above, the Company is eligible to offer securities under the Registration Statement pursuant to General Instruction I.B.1 of Form S-3. We request that the Staff contact Laura Berezin or Asa Henin of Cooley LLP, outside counsel to the Company, at (206) 452-8775 or (858) 550-6104, with any questions or comments regarding this letter. Cooley LLP 1700 Seventh Avenue Suite 1900 Seattle, WA 98101-1355 t: +1 206 452 8700 f: +1 206 452 8800 cooley.com Laura Berezin +1 206 452 8775 lberezin@cooley.com Sincerely, Cooley LLP By: /s/ Laura Berezin Laura Berezin cc: Christopher Hall, Personalis, Inc. Aaron Tachibana, Personalis, Inc. Stephen Moore, Personalis, Inc. Asa Henin, Cooley LLP