Quantum-Si Inc.

12/31/2024 | Press release | Distributed by Public on 12/31/2024 19:28

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
ROTHBERG JONATHAN M
2. Issuer Name and Ticker or Trading Symbol
Quantum-Si Inc [QSI] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O QUANTUM-SI INCORPORATED, 29 BUSINESS PARK DRIVE 		3. Date of Earliest Transaction (Month/Day/Year)
12/27/2024
(Street)
BRANFORD, CT 06405 		4. If Amendment, Date 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
(City) (State) (Zip)
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 12/27/2024 S 834,253(1) D $3.3034(2) 1,292,313(4) I By NVR TR, LLC(5)
Class A Common Stock 12/27/2024 S 42,313(1) D $4.0959(3) 1,250,000(4) I By NVR TR, LLC(5)
Class A Common Stock 12/27/2024 S 834,254(1) D $3.3034(2) 1,292,313(4) I By JNR TR, LLC(5)
Class A Common Stock 12/27/2024 S 42,313(1) D $4.0959(3) 1,250,000(4) I By JNR TR, LLC(5)
Class A Common Stock 12/27/2024 S 834,254(1) D $3.3034(2) 1,292,313(4) I By GBR TR, LLC(5)
Class A Common Stock 12/27/2024 S 42,313(1) D $4.0959(3) 1,250,000(4) I By GBR TR, LLC(5)
Class A Common Stock 12/27/2024 S 834,254(1) D $3.3034(2) 1,292,313(4) I By EJR TR, LLC(5)
Class A Common Stock 12/27/2024 S 42,313(1) D $4.0959(3) 1,250,000(4) I By EJR TR, LLC(5)
Class A Common Stock 2,568,443 D
Class A Common Stock 2,723,841 I By 2012 JMR Trust Common, LLC(5)
Class A Common Stock 1,250,000 I By JAR TR, LLC(5)
Class A Common Stock 1,917,067 I By 23rd Century Capital LLC(5)
Class A Common Stock 273,422 I By Bonnie E Gould Rothberg MD(5)
Class B Common Stock 17,943,750 I By 4C Holdings I, LLC(5)
Class B Common Stock 1,993,750 I By 4C Holdings V, LLC(5)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ROTHBERG JONATHAN M
C/O QUANTUM-SI INCORPORATED
29 BUSINESS PARK DRIVE
BRANFORD, CT 06405 		X X

Signatures

/s/ Samantha Silver, Attorney-in-Fact 12/31/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) This sale was effected in connection with estate planning pursuant to a 10b5-1 trading plan established by Dr. Rothberg on September 11, 2023.
(2) Represents the weighted average sales price per share. The shares sold at prices ranging from $3.07 to $4.0697 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
(3) Represents the weighted average sales price per share. The shares sold at prices ranging from $4.07 to $4.135 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
(4) Includes additional shares of Class A common stock previously held by 2012 JMR Trust Common, LLC that were distributed for estate planning purposes to NVR TR, LLC, JNR TR, LLC, GBR TR, LLC and EJR TR, LLC.
(5) Dr. Rothberg is the sole manager of 4C Holdings I, LLC, 4C Holdings V, LLC, 2012 JMR Trust Common, LLC, NVR TR, LLC, JNR TR, LLC, JAR TR, LLC, GBR TR, LLC and EJR TR, LLC. Dr. Rothberg is the spouse of Bonnie E. Gould Rothberg MD and Dr. Rothberg's son is the manager of 23rd Century Capital LLC. Dr. Rothberg disclaims beneficial ownership of the shares held by his spouse and 23rd Century Capital LLC.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.