NAUT Pemfailan SEC - Nautilus Biotechnology, Inc.- Laporan Tahunan, Penyata Proksi, Prospektus

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CIK

1808805

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Nautilus Biotechnology, Inc.

SEC Filings (Chronological Order)

Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.

July 31, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS BI
July 31, 2025	EX-99.1	Nautilus Biotechnology Reports Second Quarter 2025 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Second Quarter 2025 Financial Results SEATTLE, WA, July 31, 2025 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single-molecule proteome analysis platform, today reported financial results for the second quarter ended June 30, 2025. “In Q2, we achieved major milestones that underscore the continued advancement of our
July 31, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File Nu
June 23, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2025 NAUTILUS BIOTECHNOL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2025 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commiss
May 2, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2025 NAUTILUS BIOTECHNOLOG UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2025 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File Numb
April 29, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS B
April 29, 2025	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State
April 29, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2025 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File N
April 29, 2025	EX-99	Nautilus Biotechnology Reports First Quarter 2025 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports First Quarter 2025 Financial Results SEATTLE, WA, April 29, 2025 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single-molecule proteome analysis platform, today reported financial results for the first quarter ended March 31, 2025. “In Q1, we saw continued development progress based on the results of internal verifi
April 29, 2025	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a party other than the Registrant ☐ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
February 27, 2025	EX-FILING FEES	Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Nautilus Biotechnology, Inc.
February 27, 2025	S-8	As filed with the Securities and Exchange Commission on February 27, 2025 As filed with the Securities and Exchange Commission on February 27, 2025 Registration No.
February 27, 2025	EX-19.1	lus Biotechnology, Inc. Insider Trading Exhibit 19.1 NAUTILUS BIOTECHNOLOGY, INC. INSIDER TRADING POLICY (As amended and restated on October 15, 2024) A.POLICY OVERVIEW Nautilus Biotechnology, Inc. (together with any subsidiaries, collectively the “Company”) has adopted this Insider Trading Policy (the “Policy”) to help you comply with the federal and state securities laws and regulations that govern trading in securities and to help th
February 27, 2025	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2025 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission Fil
February 27, 2025	EX-99.1	Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2024 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2024 Financial Results SEATTLE, WA, February 27, 2025 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single-molecule proteome analysis platform, today reported financial results for the fourth quarter and fiscal year ended December 31, 2024. •Reported total operating expenses for the fo
February 27, 2025	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39434 NAUTILUS BIOTECHNOLOGY, IN
January 31, 2025	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2025 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File
November 14, 2024	SC 13D/A	NAUT / Nautilus Biotechnology, Inc. / PERCEPTIVE ADVISORS LLC - SC 13D/A Activist Investment SC 13D/A 1 d875555dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Nautilus Biotechnology, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 63909J 108 (CUSIP Number) Alexander Rakitin Perceptive Advisors LLC 51 Astor Place, 10th Floor New York, NY
October 29, 2024	EX-10.2	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Exhibit 10.2 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Kentaro Suzuki (“Executive”), effective as of the date this Agreement is executed by both the
October 29, 2024	EX-99.1	Nautilus Biotechnology Reports Third Quarter 2024 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Third Quarter 2024 Financial Results SEATTLE, WA, October 29, 2024 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single-molecule proteome analysis platform, today reported financial results for the third quarter ended September 30, 2024. “I’m excited about the expanding opportunity I see for proteomics and am please
October 29, 2024	EX-10.1	n Nautilus Biotechnology, Inc. and Ken Suzuki, dated as of July 5, 2024 (incorporated by reference to Exhibit 10.1 to the Company Exhibit 10.1 July 5, 2024 Kentaro Suzuki Via email Re: Offer of Employment Dear Ken: I am pleased to offer you employment with Nautilus Subsidiary, Inc. (the “Company” or “we”) in accordance with the terms of this offer letter agreement (the “Agreement”). Nautilus Biotechnology, Inc. (“Nautilus”), the Company, and each of Nautilus’ other subsidiaries are referred to in this Agreement as the “Compa
October 29, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File
October 29, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTIL
July 30, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File Nu
July 30, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS BI
July 30, 2024	EX-99.1	Nautilus Biotechnology Reports Second Quarter 2024 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Second Quarter 2024 Financial Results SEATTLE, WA, July 30, 2024 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single-molecule proteome analysis platform, today reported financial results for the second quarter ended June 30, 2024. “In Q2, we saw continued progress against core development goals for each of the comp
June 13, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 NAUTILUS BIOTECHNOL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commiss
April 30, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS B
April 30, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File N
April 30, 2024	EX-99	Nautilus Biotechnology Reports First Quarter 2024 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports First Quarter 2024 Financial Results SEATTLE, WA, April 30, 2024 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single molecule proteome analysis platform, today reported financial results for the first quarter ended March 31, 2024. “We continued to make solid progress against our core development goals in Q1,” said
April 26, 2024	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State
April 26, 2024	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a party other than the Registrant ☐ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
March 6, 2024	424B5	Up to $125,000,000 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-277437 PROSPECTUS SUPPLEMENT To prospectus dated March 6, 2024 Up to $125,000,000 Common Stock We have entered into a sales agreement (the “sales agreement”) with Cowen and Company, LLC (“TD Cowen”), dated February 28, 2024, relating to shares of our common stock, par value $0.0001 per share (“common stock”), offered by this prospectus suppleme
March 4, 2024	CORRESP	March 4, 2024 March 4, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Jessica Ansart Re: Nautilus Biotechnology, Inc. Registration Statement on Form S-3 Filed on February 28, 2024 File No. 333-277437 Acceleration Request Requested Date: March 6, 2024 Requested Time: 4:00 p.m. Eastern Time, or as soon thereafter as
February 28, 2024	EX-FILING FEES	Filing Fee Table Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) Nautilus Biotechnology, Inc.
February 28, 2024	EX-97.1	Nautilus Biotechnology, Inc. Compensation Recovery Policy as adopted on October 24, 2023 Exhibit 97.1 NAUTILUS BIOTECHNOLOGY, INC. COMPENSATION RECOVERY POLICY As adopted on October 24, 2023 Nautilus Biotechnology, Inc. (the “Company”) is committed to strong corporate governance. As part of this commitment, the Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) has adopted this clawback policy called the Compensation Recovery Policy (the “Policy
February 28, 2024	EX-1.1	Sales Agreement, dated as of February 28, 2024, between Nautilus Biotechnology, Inc. and Cowen and Company, LLC Exhibit 1.1 NAUTILUS BIOTECHNOLOGY, INC. $125,000,000.00 SHARES OF COMMON STOCK, PAR VALUE $0.0001 PER SHARE SALES AGREEMENT February 28, 2024 Cowen and Company, LLC 599 Lexington Avenue New York, NY 10022 Ladies and Gentlemen: Nautilus Biotechnology, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“TD Cowen”), as follows: 1.Issu
February 28, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2024 NAUTILUS BIOTEC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2024 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission Fil
February 28, 2024	EX-99.1	Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2023 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2023 Financial Results SEATTLE, WA, February 28, 2024 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single molecule proteome analysis platform, today reported financial results for the fourth quarter and fiscal year ended December 31, 2023. “2023 was a year of significant accomplishmen
February 28, 2024	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39434 NAUTILUS BIOTECHNOLOGY, IN
February 28, 2024	EX-FILING FEES	Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Nautilus Biotechnology, Inc.
February 28, 2024	S-3	As filed with the Securities and Exchange Commission on February 28, 2024 As filed with the Securities and Exchange Commission on February 28, 2024 Registration No.
February 28, 2024	S-8	As filed with the Securities and Exchange Commission on February 28, 2024 As filed with the Securities and Exchange Commission on February 28, 2024 Registration No.
February 28, 2024	EX-10.3	Amendment No. 1 to Amended and Restated Registration Rights and Lock-Up Agreement Exhibit 10.3 NAUTILUS BIOTECHNOLOGY, INC. AMENDMENT NO. 1 TO AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCK-UP AGREEMENT This Amendment No. 1 (this “Amendment”) to the Amended and Restated Registration Rights and Lock-Up Agreement, dated February 7, 2021 (the “Rights Agreement”), is made and entered into as of February 23, 2024, by and among Nautilus Biotechnology, Inc., a Delaware corporation
February 28, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2024 NAUTILUS BIOTEC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2024 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Com
February 28, 2024	EX-1.2	, 2024 by and between the Registrant and Cowen and Company, LLC Exhibit 1.2 NAUTILUS BIOTECHNOLOGY, INC. $125,000,000.00 SHARES OF COMMON STOCK, PAR VALUE $0.0001 PER SHARE SALES AGREEMENT February 28, 2024 Cowen and Company, LLC 599 Lexington Avenue New York, NY 10022 Ladies and Gentlemen: Nautilus Biotechnology, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“TD Cowen”), as follows: 1.Issu
February 28, 2024	EX-4.4	Form of Indenture Exhibit 4.4 NAUTILUS BIOTECHNOLOGY, INC. INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 4 Section 1.3 Incorporation by Reference of Trust Indenture Act 4 Section 1.4 Rules of Construction 5 ARTICLE II THE SECURITIES 5 Section 2.1 Issuable in Series 5 Section 2.2 Establishmen
December 14, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2023 NAUTILUS BIOTEC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2023 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission Fil
November 22, 2023	424B3	88,738,387 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS SUPPLEMENT 88,738,387 Shares of Common Stock This prospectus supplement updates and amends the prospectus dated August 8, 2022 (as supplemented to date, the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333- 258100) filed with the Securities and Exchange Commi
November 17, 2023	SC 13D/A	US63909J1088 / Nautilus Biotechnology Inc / PERCEPTIVE ADVISORS LLC - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Nautilus Biotechnology, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 63909J 108 (CUSIP Number) Alexander Rakitin Perceptive Advisors LLC 51 Astor Place, 10th Floor New York, NY 10003 (646) 205-5340 (Name, Ad
October 31, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTIL
October 31, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2023 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File
October 31, 2023	EX-99.1	Nautilus Biotechnology Reports Third Quarter 2023 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Third Quarter 2023 Financial Results SEATTLE, WA, October 31, 2023 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single molecule proteome analysis platform, today reported financial results for the third quarter ended September 30, 2023. “I’m very pleased with the progress Nautilus made in Q3 as we continue our driv
August 2, 2023	EX-10.12	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Nick Nelson, dated as of July 31, 2023 Exhibit 10.12 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Nick Nelson (“Executive”), effective as of the date this Agreement is executed by both the Co
August 2, 2023	EX-10.11	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Anna Mowry, dated as of July 31, 2023 Exhibit 10.11 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Anna Mowry (“Executive”), effective as of the date this Agreement is executed by both the Com
August 2, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS BI
August 2, 2023	EX-10.5	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Gwen Weld, dated as of July 31, 2023 (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 2, 2023) Exhibit 10.5 July 28, 2023 Gwen Weld Via email Re: Confirmatory Employment Letter Dear Gwen: This confirmatory employment letter agreement (the “Agreement”) is entered into between Gwen Weld (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your employment
August 2, 2023	EX-10.2	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Parag Mallick, dated as of July 31, 2023 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 2, 2023) Exhibit 10.2 July 28, 2023 Parag Mallick Via email Re: Confirmatory Employment Letter Dear Parag: This confirmatory employment letter agreement (the “Agreement”) is entered into between Parag Mallick (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your e
August 2, 2023	EX-10.9	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Sujal Patel, dated as of July 31, 2023 Exhibit 10.9 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Sujal Patel (“Executive”), effective as of the date this Agreement is executed by both the Com
August 2, 2023	EX-10.6	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Mary Godwin, dated as of Exhibit 10.6 July 28, 2023 Mary Godwin Via email Re: Confirmatory Employment Letter Dear Mary: This confirmatory employment letter agreement (the “Agreement”) is entered into between Mary Godwin (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your employ
August 2, 2023	EX-10.3	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Anna Mowry, dated as of July 31, 2023 (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 2, 2023) Exhibit 10.3 July 28, 2023 Anna Mowry Via email Re: Confirmatory Employment Letter Dear Anna: This confirmatory employment letter agreement (the “Agreement”) is entered into between Anna Mowry (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your employme
August 2, 2023	EX-10.1	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Sujal Patel, dated as of July 31, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 2, 2023) Exhibit 10.1 July 28, 2023 Sujal Patel Via email Re: Confirmatory Employment Letter Dear Sujal: This confirmatory employment letter agreement (the “Agreement”) is entered into between Sujal Patel (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your emplo
August 2, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 NAUTILUS BIOTECHNO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File N
August 2, 2023	EX-10.13	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Gwen Weld, dated as of July 31, 2023 Exhibit 10.13 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Gwen Weld (“Executive”), effective as of the date this Agreement is executed by both the Comp
August 2, 2023	EX-10.4	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Nick Nelson, dated of as July 31, 2023 (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 2, 2023) Exhibit 10.4 July 28, 2023 Nick Nelson Via email Re: Confirmatory Employment Letter Dear Nick: This confirmatory employment letter agreement (the “Agreement”) is entered into between Nick Nelson (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your employ
August 2, 2023	EX-10.7	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Subra Sankar, dated as of July 31, 2023 (incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 2, 2023) Exhibit 10.7 July 28, 2023 Subra Sankar Via email Re: Confirmatory Employment Letter Dear Subra: This confirmatory employment letter agreement (the “Agreement”) is entered into between Subra Sankar (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your emp
August 2, 2023	EX-10.10	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Parag Mallick, dated as of July 31, 2023 Exhibit 10.10 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Parag Mallick (“Executive”), effective as of the date this Agreement is executed by both the
August 2, 2023	EX-99.1	Nautilus Biotechnology Reports Second Quarter 2023 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Second Quarter 2023 Financial Results SEATTLE, WA, August 2, 2023 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single molecule proteome analysis platform, today reported financial results for the second quarter ended June 30, 2023. “I’m excited by the solid progress we made in Q2 against some of our foundational sc
August 2, 2023	EX-10.16	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Matthew Murphy, dated as of July 31, 2023 Exhibit 10.16 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Matthew Murphy (“Executive”), effective as of the date this Agreement is executed by both the
August 2, 2023	EX-10.14	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Mary Godwin, dated as of July 31, 2023 Exhibit 10.14 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Mary Godwin (“Executive”), effective as of the date this Agreement is executed by both the Co
August 2, 2023	EX-10.8	Amended and Restated Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Matthew Murphy, dated as of July 31, 2023 Exhibit 10.8 July 28, 2023 Matthew Murphy Via email Re: Confirmatory Employment Letter Dear Matt: This confirmatory employment letter agreement (the “Agreement”) is entered into between Matthew Murphy (“you”) and Nautilus Subsidiary, Inc. (the “Company” or “we”), effective as of the date of this Agreement as first set forth above (the “Effective Date”), to confirm the terms and conditions of your
August 2, 2023	EX-3.2	Amended and Restated Bylaws of Nautilus Biotechnology, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 2, 2023) Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF NAUTILUS BIOTECHNOLOGY, INC. (initially adopted on June 9, 2021) (as amended and restated on October 27, 2022) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 1 2.5 NOTI
August 2, 2023	EX-10.15	Amended and Restated Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Subra Sankar, dated as of July 31, 2023 Exhibit 10.15 NAUTILUS SUBSIDIARY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Subsidiary Inc., a Delaware corporation (the “Company”), Nautilus Biotechnology, Inc., a Delaware corporation (“Nautilus”), and Subra Sankar (“Executive”), effective as of the date this Agreement is executed by both the C
June 15, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 NAUTILUS BIOTECHNOL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commiss
May 2, 2023	EX-99.1	Nautilus Biotechnology Reports First Quarter 2023 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports First Quarter 2023 Financial Results SEATTLE, WA, May 2, 2023 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single molecule proteome analysis platform, today reported financial results for the first quarter ended March 31, 2023. Recent Highlights •Announced the three winners of Nautilus’ First Access Challenge, repr
May 2, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS B
May 2, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File Numb
April 27, 2023	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a party other than the Registrant ☐ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
April 27, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State
March 1, 2023	SC 13D/A	US63909J1088 / Nautilus Biotechnology Inc / Nautilus Biotechnology, Inc. - SC 13D/A Activist Investment SC 13D/A 1 nautilus-schedule13daxsuja.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Nautilus Biotechnology, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 63909J 108 (CUSIP Number) Sujal Patel 2701 Eastlake Avenue East Seattle, Washington 98102 (206) 33
February 23, 2023	EX-99.1	Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2022 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2022 Financial Results SEATTLE, WA, February 23, 2023 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or “Nautilus”), a company pioneering a single molecule proteome analysis platform, today reported financial results for the fourth quarter and fiscal year ended December 31, 2022. Recent Highlights •Announced a strategic part
February 23, 2023	S-8	As filed with the Securities and Exchange Commission on February 23, 2023 As filed with the Securities and Exchange Commission on February 23, 2023 Registration No.
February 23, 2023	EX-FILING FEES	Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Nautilus Biotechnology, Inc.
February 23, 2023	EX-4.2	Description of Securities EX-4.2 2 exhibit42-descriptionofsec.htm EX-4.2 DESCRIPTION OF SECURITIES The following description of our securities is a summary and is qualified by reference to our Certificate of Incorporation and Bylaws, copies of which are included as exhibits to our Annual Report on Form 10-K, as well as by the applicable provisions of the Delaware General Corporation Law (“DGCL”). Authorized Capitalization
February 23, 2023	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39434 NAUTILUS BIOTECHNOLOGY, IN
February 23, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2023 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission Fil
February 13, 2023	SC 13G	US63909J1088 / Nautilus Biotechnology Inc / Cercano Management LLC - SC 13G Passive Investment SC 13G 1 tm236459d4sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Nautilus Biotechnology, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 63909J108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the app
February 13, 2023	EX-99.1	JOINT FILING AGREEMENT EX-99.1 2 tm236459d4ex99-1.htm EXHIBIT 99.1 CUSIP No. 63909J108 Exhibit 99.1 JOINT FILING AGREEMENT Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the statement on Schedule 13G with respect to the Common Stock, par value $0.0001 per share, of Nautilus Biotechnology
November 1, 2022	8-K/A	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2022 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434
November 1, 2022	EX-3.1	Amended and Restated Bylaws AMENDED AND RESTATED BYLAWS OF NAUTILUS BIOTECHNOLOGY, INC. (initially adopted on June 9, 2021) (as amended and restated on October 27, 2022) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 1 2.5 NOTICE OF STOCKH
November 1, 2022	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2022 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File
November 1, 2022	EX-99.1	Nautilus Biotechnology Reports Third Quarter 2022 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Third Quarter 2022 Financial Results SEATTLE, WA, November 1, 2022 ? Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or ?Nautilus?), a company pioneering a single molecule proteome analysis platform, today reported financial results for the third quarter ended September 30, 2022. Recent Highlights ?Reported total operating expenses for the third quarter of 2
November 1, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTIL
August 9, 2022	424B3	88,738,387 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-258100 PROSPECTUS 88,738,387 Shares of Common Stock This prospectus relates to (i) the resale of 4,286,500 shares of common stock, par value $0.0001 per share (the ?Common Stock?) issued in connection with the Domestication by certain of the selling securityholders named in this prospectus (each a ?selling securityholder? and, collectively, the
August 2, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS BI
August 2, 2022	EX-24.2	Power of Attorney for Karen Akinsanya. Exhibit 24.2 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that the person whose signature appears below hereby constitutes and appoints Sujal Patel and Anna Mowry, and each of them, as her true and lawful attorney-in-fact and agent with full power of substitution, for her in any and all capacities, to sign any and all amendments to this registration statement (including post-effective ame
August 2, 2022	EX-10.2	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and EX-10.2 3 exhibit102-changeincontrol.htm EX-10.2 Exhibit 10.2 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the “Company”), and Mary Godwin (“Executive”), effective as of the date this Agreement is executed by both the Company and Exe
August 2, 2022	POS AM	As filed with the Securities and Exchange Commission on August 2, 2022 As filed with the Securities and Exchange Commission on August 2, 2022 Registration No.
August 2, 2022	EX-10.1	Offer Letter between Nautilus Biotechnology, Inc. and Exhibit 10.1 July 26, 2022 Mary Godwin Via email Re: Offer of Employment Dear Mary: This confirmatory employment letter agreement (the “Agreement”) is entered into between Mary Godwin (“you”) and Nautilus Biotechnology, Inc. (the “Company” or “we”), effective as of July 1, 2022 (the “Effective Date”), to confirm the terms and conditions of your employment with the Company in connection with your p
August 2, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2022 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File N
August 2, 2022	424B3	95,645,056 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS SUPPLEMENT (to prospectus dated March 1, 2022) 95,645,056 Shares of Common Stock This prospectus supplement updates and amends the prospectus dated March 1, 2022 (as supplemented to date, the “Prospectus”), which forms a part of our Registration Statement on Post-Effective Amendment No. 1 to the Form S-1 (Registratio
August 2, 2022	EX-99.1	Nautilus Biotechnology Reports Second Quarter 2022 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Second Quarter 2022 Financial Results SEATTLE, WA, August 2, 2022 ? Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or ?Nautilus?), a company pioneering a single molecule proteome analysis, today reported financial results for the second quarter ended June 30, 2022. Recent Highlights ?Reported total operating expenses for the second quarter of 2022 of $15.5
June 16, 2022	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2022 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commiss
June 16, 2022	424B3	95,645,056 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS SUPPLEMENT (to prospectus dated March 1, 2022) 95,645,056 Shares of Common Stock This prospectus supplement updates and amends the prospectus dated March 1, 2022 (as supplemented to date, the ?Prospectus?), which forms a part of our Registration Statement on Post-Effective Amendment No. 1 to the Form S-1 (Registratio
May 3, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS B
May 3, 2022	EX-99.1	Nautilus Biotechnology Reports First Quarter 2022 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports First Quarter 2022 Financial Results SEATTLE, WA, May 3, 2022 ? Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or ?Nautilus?), a company pioneering a single molecule proteome analysis, today reported financial results for the first quarter ended March 31, 2022. Recent Highlights ?Shared a manuscript titled ?Development of highly dense and scalable single pr
May 3, 2022	EX-10.2	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Gwen Weld dated April 12, 2022. Exhibit 10.2 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the ?Agreement?) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the ?Company?), and Gwen Weld (?Executive?), effective as of the date this Agreement is executed by both the Company and Executive (the ?Effective Date?). This Agreement provi
May 3, 2022	EX-10.1	Offer Letter between Nautilus Biotechnology, Inc. and Gwen Weld dated March 28, 2022. Exhibit 10.1 March 28, 2022 Gwen Weld Via email Re: Offer of Employment Dear Gwen: I am pleased to offer you a position with Nautilus Biotechnology, Inc. (the ?Company? or ?we?) in accordance with the terms of this offer letter agreement (the ?Agreement?). 1.Title; Position; Location. You will serve as the Company?s Chief People Officer. You will report to the Company?s Chief Executive Officer and
May 3, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2022 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File Numb
May 3, 2022	424B3	95,645,056 Shares of Common Stock 424B3 1 a2022q110-qprosupp.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS SUPPLEMENT (to prospectus dated March 1, 2022) 95,645,056 Shares of Common Stock This prospectus supplement updates and amends the prospectus dated March 1, 2022 (as supplemented to date, the “Prospectus”), which forms a part of our Registration Statement on Post-Effective Amendme
April 28, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State
April 28, 2022	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a party other than the Registrant ? Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
March 31, 2022	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2022 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File N
March 31, 2022	EX-99.1	Nautilus Biotechnology Appoints Karen Akinsanya, Ph.D., to Board of Directors Schrödinger President of R&D, Therapeutics brings extensive leadership in commercializing breakthrough biotechnologies to company developing platform for comprehensively qu Exhibit 99.1 Nautilus Biotechnology Appoints Karen Akinsanya, Ph.D., to Board of Directors Schr?dinger President of R&D, Therapeutics brings extensive leadership in commercializing breakthrough biotechnologies to company developing platform for comprehensively quantifying the proteome to enable fundamental advancements in biomedicine SEATTLE, March 31, 2022 ? Nautilus Biotechnology, Inc. (NASDAQ:
March 2, 2022	424B3	95,645,056 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-258100 95,645,056 Shares of Common Stock This prospectus relates to (i) the resale of 4,286,500 shares of common stock, par value $0.0001 per share (the ?Common Stock?) issued in connection with the Domestication by certain of the selling securityholders named in this prospectus (each a ?selling securityholder? and, collectively, the ?selling s
February 24, 2022	POS AM	As filed with the Securities and Exchange Commission on February 24, 2022 As filed with the Securities and Exchange Commission on February 24, 2022 Registration No.
February 24, 2022	S-8	As filed with the Securities and Exchange Commission on February 24, 2022 As filed with the Securities and Exchange Commission on February 24, 2022 Registration No.
February 24, 2022	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39434 NAUTILUS BIOTECHNOLOGY, IN
February 24, 2022	EX-FILING FEES	Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Nautilus Biotechnology, Inc.
February 24, 2022	EX-99.1	Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2021 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Fourth Quarter and Fiscal Year 2021 Financial Results SEATTLE, WA, February 24, 2022 ? Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or ?Nautilus?), a company pioneering a single molecule proteome analysis platform, today reported financial results for the fourth quarter and fiscal year ended December 31, 2021. Fiscal Year 2021 Highlights ?In June, complet
February 24, 2022	EX-21.1	List of Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 to the Company’s Annual Report on Form 10-K filed with the SEC on February 24, 2022). Exhibit 21.1 Subsidiaries of Nautilus Biotechnology, Inc.* Name of Subsidiary Jurisdiction of Incorporation or Organization Nautilus Subsidiary, Inc. Delaware ?Inclusion on the list above is not an admission that any of the above entities, individually or in the aggregate, constitutes a significant subsidiary within the meaning of Rule 1-02(w) of Regulation S-X and Item 601(b)(21)(ii) of Regulatio
February 24, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission Fil
February 14, 2022	SC 13G/A	US63909J1088 / Nautilus Biotechnology Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Nautilus Biotechnology, Inc. (f/k/a ARYA Sciences Acquisition Corp III) (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 63909J108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this S
February 10, 2022	SC 13G	US63909J1088 / Nautilus Biotechnology Inc / VCVC V LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.
February 10, 2022	EX-99.1	JOINT FILING AGREEMENT CUSIP No. 63909J108 Page 1 of 1 Exhibit 99.1 JOINT FILING AGREEMENT Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the statement on Schedule 13G with respect to the Common Stock, par value $0.0001 per share, of Nautilus Biotechnology, Inc., to which this Agreement
December 21, 2021	424B3	95,645,056 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS SUPPLEMENT 95,645,056 Shares of Common Stock This prospectus supplement updates and amends the prospectus dated August 6, 2021 (as supplemented to date, the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333- 258100) filed with the Securities and Exchange Commi
November 2, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2021 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File
November 2, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTIL
November 2, 2021	424B3	95,645,056 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS SUPPLEMENT (to prospectus dated August 6, 2021) 95,645,056 Shares of Common Stock This prospectus supplement supplements the prospectus dated August 6, 2021 (as supplemented to date, the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-258100) filed with the
November 2, 2021	EX-99.1	Nautilus Biotechnology Reports Third Quarter 2021 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Third Quarter 2021 Financial Results SEATTLE, WA, November 2, 2021 ? Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or ?Nautilus?), a company pioneering a single-molecule protein analysis platform for quantifying the proteome, today reported financial results for the third quarter ended September 30, 2021. Recent Highlights ?Initiated a strategic partnershi
August 26, 2021	SC 13D	Nautilus Biotechnology Inc / McIlwain Matthew S - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Nautilus Biotechnology, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 63909J108 (CUSIP Number) Matthew S. McIlwain c/o Madrona Venture Group 999 Third Avenue, Suite 3400 Seattle, Washington 98104 (20
August 10, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2021 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File
August 10, 2021	S-8	As filed with the Securities and Exchange Commission on August 10, 2021 As filed with the Securities and Exchange Commission on August 10, 2021 Registration No.
August 10, 2021	424B3	95,645,056 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS SUPPLEMENT (to prospectus dated August 6, 2021) 95,645,056 Shares of Common Stock This prospectus supplement updates and amends the prospectus dated August 6, 2021 (as supplemented to date, the ?Prospectus?), which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-258100) filed wi
August 10, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39434 NAUTILUS BI
August 10, 2021	EX-99.1	Nautilus Biotechnology Reports Second Quarter 2021 Financial Results Exhibit 99.1 Nautilus Biotechnology Reports Second Quarter 2021 Financial Results SEATTLE, WA, August 10, 2021 ? Nautilus Biotechnology, Inc. (NASDAQ: NAUT; or ?Nautilus?), a life sciences company creating a platform technology for quantifying and unlocking the complexity of the proteome, today reported financial results for the second quarter ended June 30, 2021. Recent Highlights ?Completed busi
August 10, 2021	S-8	, 2021 As filed with the Securities and Exchange Commission on August 10, 2021 Registration No.
August 6, 2021	424B3	95,645,056 Shares of Common Stock 424B3 1 nautilus424b3.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-258100 PROSPECTUS 95,645,056 Shares of Common Stock This prospectus relates to (i) the resale of 4,286,500 shares of common stock, par value $0.0001 per share (the “Common Stock”) issued in connection with the Domestication by certain of the selling securityholders named in this prospectus (each a “sell
August 3, 2021	CORRESP	August 3, 2021 August 3, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Irene Paik Re: Nautilus Biotechnology, Inc. Registration Statement on Form S-1 File No. 333-258100 Acceleration Request Requested Date: August 6, 2021 Requested Time: 4:00 P.M. Eastern Time Ladies and Gentlemen: Pursuant
July 22, 2021	S-1	As filed with the Securities and Exchange Commission on July 22, 2021 As filed with the Securities and Exchange Commission on July 22, 2021 Registration No.
July 22, 2021	EX-21.1	List of Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries as of July 22, 2021* Name of Subsidiary Jurisdiction of Incorporation or Organization Nautilus Subsidiary, Inc. Delaware *Inclusion on the list above is not an admission that any of the above entities, individually or in the aggregate, constitutes a significant subsidiary within the meaning of Rule 1-02(w) of Regulation S-X and Item 601(b)(21)(ii) of Regulation S-K.
June 30, 2021	SC 13D	NAUT / Nautilus Biotechnolgy, Inc. / AH Bio Fund II, L.P. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Nautilus Biotechnology, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 63909J108 (CUSIP Number) AH Capital Management, L.L.C. 2865 Sand Hill Road, Suite 101 Menlo Park, CA 94025 (650) 798-3900 (Name, Address
June 21, 2021	EX-99.1	JOINT FILING AGREEMENT Exhibit 1 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them.
June 21, 2021	SC 13D	NAUT / Nautilus Biotechnolgy, Inc. / PERCEPTIVE ADVISORS LLC - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment )* Nautilus Biotechnology, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 63909J 108 (CUSIP Number) Alexander Rakitin Perceptive Advisors LLC 51 Astor Place, 10th Floor New York, NY 10003 (646) 205-5340 (Name, Address and Teleph
June 16, 2021	SC 13D	NAUT / Nautilus Biotechnolgy, Inc. / Mallick Parag - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Nautilus Biotechnology, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 63909J 108 (CUSIP Number) Parag Mallick 425 Pontius Ave N, Ste 202 Seattle, Washington 98109 (206) 333-2001 (Name, Address and Telephone Number of Per
June 16, 2021	SC 13D	NAUT / Nautilus Biotechnolgy, Inc. / Patel Sujal M - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Nautilus Biotechnology, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 63909J 108 (CUSIP Number) Sujal Patel 425 Pontius Ave N, Ste 202 Seattle, Washington 98109 (206) 333-2001 (Name, Address and Telephone Number of Perso
June 14, 2021	SC 13G/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 Nautilus Biotechnology, Inc. (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) 63 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 Nautilus Biotechnology, Inc. (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) 63909J 108 (CUSIP Number) June 9, 2021 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designate the Rule Pursuant
June 14, 2021	EX-99.1	Exhibit 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G/A (including any and all amendments thereto) with respect to the shares of common stock, $0.0001 par value per share, of Nautilus Biotechnology, Inc., and further agree that thi
June 10, 2021	EX-99.2	UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms used but not defined in this Exhibit 99.2 shall have the meanings ascribed to them in the Current Report on Form 8-K (the ?Form 8-K?) filed with the Securities and Exchange Commission (the ?SEC?) on June 9, 2021 and, if not defined in the Form 8-K, the Proxy Statement. The following unaudited pro forma cond
June 10, 2021	EX-99.1	The accompanying notes are an integral part of these condensed financial statements. Exhibit 99.1 Financial Information Nautilus Biotechnology, Inc. Unaudited Condensed Financial Statements As of March 31, 2021 and December 31, 2020 and for the Three Months Ended March 31, 2021 and 2020 F-1 Nautilus Biotechnology, Inc. Index Page(s) Nautilus Biotechnology, Inc. Unaudited Condensed Financial Statements Condensed Balance Sheets as of March 31, 2021 and December 31, 2020 (unaudited)
June 10, 2021	EX-10.5	Nautilus Biotechnology, Inc. 2021 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed with the SEC on June 10, 2021). Exhibit 10.5 NAUTILUS BIOTECHNOLOGY, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN 1.Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated Contributions. The Company intends for the Plan to have two components: a component that is intended to qualify as an ?employee stock purchase plan? under C
June 10, 2021	EX-4.1	Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on June 10, 2021). Exhibit 4.1 slide1 NUMBER: C- SHARES: SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 63909J108 NAUTILUS BIOTECHNOLOGY, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF NAUTILUS BIOTECHNOLOGY, INC. (THE "COMPANY") transferable on the books of the Company in p
June 10, 2021	EX-10.4	Nautilus Biotechnology, Inc. 2021 Equity Incentive Plan (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on June 10, 2021). Exhibit 10.4 NAUTILUS BIOTECHNOLOGY, INC. 2021 EQUITY INCENTIVE PLAN 1.Purposes of the Plan. The purposes of this Plan are: ?to attract and retain the best available personnel for positions of substantial responsibility, ?to provide additional incentive to Employees, Directors and Consultants, and ?to promote the success of the Company?s business. The Plan permits the grant of Incentive Stock Opti
June 10, 2021	EX-3.2	Bylaws of Nautilus Biotechnology, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the SEC on June 10, 2021). Exhibit 3.2 BYLAWS OF NAUTILUS BIOTECHNOLOGY, INC. (initially adopted on June 9, 2021) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF STOCKHOLDERS? MEETINGS 6 2.6 QUORUM 6 2.7 ADJOURNED MEETING; NO
June 10, 2021	EX-16.1	Letter from WithumSmith+Brown, PC to the SEC, dated Exhibit 16.1 June 9, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Nautilus Biotechnology, Inc. statements (formally known as ARYA Sciences Acquisition Corp III) included under Item 4.01 of its Form 8-K dated June 9, 2021. We agree with the statements concerning our Firm under Item 4.01, in which we
June 10, 2021	EX-3.1	Certificate of Incorporation of Nautilus Biotechnology, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on June 10, 2021). EX-3.1 2 exhibit31-form8xkclosing.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF NAUTILUS BIOTECHNOLOGY, INC. a Delaware corporation ARTICLE I The name of this corporation is Nautilus Biotechnology, Inc. (the “Company”). ARTICLE II The address of the Company’s registered office in the State of Delaware is 1209 Orange Street, in the City of Wilmington, County of New Castle, Delaware 19801.
June 10, 2021	EX-99.3	Nautilus Biotechnology Debuts as Publicly Traded Company, Seeks to Deliver on the Untapped Potential of the Human Proteome Exhibit 99.3 Nautilus Biotechnology Debuts as Publicly Traded Company, Seeks to Deliver on the Untapped Potential of the Human Proteome ? Business combination transaction with Arya Sciences Acquisition Corp III, a special purpose acquisition company sponsored by Perceptive Advisors, closed on June 9, 2021 ? Publicly traded company renamed Nautilus Biotechnology, Inc. ? Common stock commences tradi
June 10, 2021	8-K	Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2021 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39434 (Commission File Num
June 8, 2021	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 8, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
June 8, 2021	425	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 8, 2021 ARYA SCIENCES ACQUISIT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 8, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
June 1, 2021	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 1, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
June 1, 2021	EX-99.1	ARYA Sciences Acquisition Corp III Announces Extraordinary General Meeting Teleconference Details Exhibit 99.1 ARYA Sciences Acquisition Corp III Announces Extraordinary General Meeting Teleconference Details NEW YORK, NY, JUNE 1, 2021?ARYA Sciences Acquisition Corp III (?ARYA?) (Nasdaq: ARYA), today announced that, due to the public health and safety concerns related to the coronavirus (COVID-19) pandemic and recommendations and orders from federal and New York authorities, ARYA is strongly e
June 1, 2021	425	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 1, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
June 1, 2021	EX-99.1	ARYA Sciences Acquisition Corp III Announces Extraordinary General Meeting Teleconference Details EX-99.1 2 brhc10025344ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 ARYA Sciences Acquisition Corp III Announces Extraordinary General Meeting Teleconference Details NEW YORK, NY, JUNE 1, 2021—ARYA Sciences Acquisition Corp III (“ARYA”) (Nasdaq: ARYA), today announced that, due to the public health and safety concerns related to the coronavirus (COVID-19) pandemic and recommendations and orders from federa
May 14, 2021	424B3	PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF ARYA SCIENCES ACQUISITION CORP III PROSPECTUS FOR 111,674,810 SHARES OF COMMON STOCK OF ARYA SCIENCES ACQUISITION CORP III (AFTER ITS DOMESTICATION AS A CORPORATION INCORPORATED IN THE STATE OF DEL Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-254796 PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF ARYA SCIENCES ACQUISITION CORP III PROSPECTUS FOR 111,674,810 SHARES OF COMMON STOCK OF ARYA SCIENCES ACQUISITION CORP III (AFTER ITS DOMESTICATION AS A CORPORATION INCORPORATED IN THE STATE OF DELAWARE, WHICH WILL BE RENAMED NAUTILUS BIOTECHNOLOGY, INC. IN CONNECTION WITH TH
May 13, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ARYA SCIENCES ACQUISITION CORP III (Exact n
May 13, 2021	S-4/A	As filed with the Securities and Exchange Commission on May 12, 2021 As filed with the Securities and Exchange Commission on May 12, 2021 No. 333-254796 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ARYA SCIENCES ACQUISITION CORP III* (Exact name of registrant as specified in its charter) Cayman Islands* 6770 98-1541723 (State or other jurisdiction of incor
May 12, 2021	CORRESP	ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 May 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 May 12, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.
May 10, 2021	CORRESP	ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 May 10, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 May 10, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.
April 26, 2021	EX-10.24	Form of Nautilus Biotechnology, Inc. Indemnification Agreement (incorporated by reference to Exhibit 10.24 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.24 NAUTILUS BIOTECHNOLOGY, INC. INDEMNIFICATION AGREEMENT This Indemnification Agreement (this ?Agreement?) is dated as of , and is between Nautilus Biotechnology, Inc., a Delaware corporation (f/k/a ARYA Sciences Acquisition Corp. III) (the ?Company?), and (?Indemnitee?). RECITALS A. Indemnitee?s service to the Company substantially benefits the Company. B. Individuals are reluctant to
April 26, 2021	EX-10.14	Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Nick Nelson (incorporated by reference to Exhibit 10.14 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.14 April 9, 2021 Nick Nelson Via email Re: Confirmatory Employment Letter Dear Nick: This confirmatory employment letter agreement (the ?Agreement?) is entered into between Nick Nelson (?you?) and Nautilus Biotechnology, Inc. (the ?Company? or ?we?), effective as of the date of this Agreement as first set forth above (the ?Effective Date?), to confirm the terms and conditions of your em
April 26, 2021	EX-10.12	Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Sujal Patel (incorporated by reference to Exhibit 10.12 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.12 April 6, 2021 Sujal Patel Via email Re: Confirmatory Employment Letter Dear Sujal: This confirmatory employment letter agreement (the ?Agreement?) is entered into between Sujal Patel (?you?) and Nautilus Biotechnology, Inc. (the ?Company? or ?we?), effective as of the date of this Agreement as first set forth above (the ?Effective Date?), to confirm the terms and conditions of your e
April 26, 2021	EX-10.15	Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Subra Sankar (incorporated by reference to Exhibit 10.15 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.15 April 7, 2021 Subra Sankar Via email Re: Confirmatory Employment Letter Dear Subra: This confirmatory employment letter agreement (the ?Agreement?) is entered into between Subra Sankar (?you?) and Nautilus Biotechnology, Inc. (the ?Company? or ?we?), effective as of the date of this Agreement as first set forth above (the ?Effective Date?), to confirm the terms and conditions of your
April 26, 2021	S-4/A	- S-4/A As filed with the Securities and Exchange Commission on April 23, 2021 No. 333-254796 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ARYA SCIENCES ACQUISITION CORP III* (Exact name of registrant as specified in its charter) Cayman Islands* 6770 98-1541723 (State or other jurisdiction of inc
April 26, 2021	EX-10.21	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Subra Sankar (incorporated by reference to Exhibit 10.21 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.21 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the ?Agreement?) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the ?Company?), and Subra Sankar (?Executive?), effective as of the Effective Date, as defined in Section 7 below. This Agreement provides certain protections to Executive in
April 26, 2021	EX-10.19	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Anna Mowry (incorporated by reference to Exhibit 10.19 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.19 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the ?Agreement?) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the ?Company?), and Anna Mowry (?Executive?), effective as of the Effective Date, as defined in Section 7 below. This Agreement provides certain protections to Executive in c
April 26, 2021	EX-10.22	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Parag Mallick (incorporated by reference to Exhibit 10.22 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.22 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the ?Agreement?) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the ?Company?), and Parag Mallick (?Executive?), effective as of the Effective Date, as defined in Section 7 below. This Agreement provides certain protections to Executive i
April 26, 2021	EX-4.2	Form of Certificate of Corporate Domestication of ARYA, to be filed with the Secretary of the State of Delaware. Exhibit 4.2 FORM OF CERTIFICATE OF CORPORATE DOMESTICATION OF ARYA SCIENCES ACQUISITION CORP III Pursuant to Section 388 of the General Corporation Law of the State of Delaware (the ?DGCL?) ARYA Sciences Acquisition Corp III, presently a Cayman Islands exempted company limited by shares (the ?Company?), DOES HEREBY CERTIFY: 1.The Company was first incorporated on March 27, 2020 under the laws of t
April 26, 2021	EX-10.25	Nautilus Biotechnology, Inc. Executive Incentive Compensation Plan (incorporated by reference to Exhibit 10.25 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.25 NAUTILUS BIOTECHNOLOGY, INC. EXECUTIVE INCENTIVE COMPENSATION PLAN 1. Purposes of the Plan. The Plan is intended to increase stockholder value and the success of the Company by motivating Employees to (a) perform to the best of their abilities and (b) achieve the Company?s objectives. 2. Definitions. 2.1 ?Actual Award? means as to any Performance Period, the actual award (if any) pay
April 26, 2021	EX-10.23	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Matt Murphy (incorporated by reference to Exhibit 10.23 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.23 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the ?Agreement?) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the ?Company?), and Matt Murphy (?Executive?), effective as of the Effective Date, as defined in Section 7 below. This Agreement provides certain protections to Executive in
April 26, 2021	EX-10.18	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Sujal Patel (incorporated by reference to Exhibit 10.18 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.18 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the ?Agreement?) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the ?Company?), and Sujal Patel (?Executive?), effective as of the Effective Date, as defined in Section 7 below. This Agreement provides certain protections to Executive in
April 26, 2021	EX-10.13	Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Anna Mowry (incorporated by reference to Exhibit 10.13 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.13 April 6, 2021 Anna Mowry Via email Re: Confirmatory Employment Letter Dear Anna: This confirmatory employment letter agreement (the ?Agreement?) is entered into between Anna Mowry (?you?) and Nautilus Biotechnology, Inc. (the ?Company? or ?we?), effective as of the date of this Agreement as first set forth above (the ?Effective Date?), to confirm the terms and conditions of your empl
April 26, 2021	EX-10.20	Change in Control and Severance Agreement between Nautilus Biotechnology, Inc. and Nick Nelson Exhibit 10.20 NAUTILUS BIOTECHNOLOGY, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the ?Agreement?) is made by and between Nautilus Biotechnology Inc., a Delaware corporation (the ?Company?), and Nick Nelson (?Executive?), effective as of the Effective Date, as defined in Section 7 below. This Agreement provides certain protections to Executive in
April 26, 2021	EX-10.16	Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Parag Mallick (incorporated by reference to Exhibit 10.16 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.16 April 6, 2021 Parag Mallick Via email Re: Confirmatory Employment Letter Dear Parag: This confirmatory employment letter agreement (the ?Agreement?) is entered into between Parag Mallick (?you?) and Nautilus Biotechnology, Inc. (the ?Company? or ?we?), effective as of the date of this Agreement as first set forth above (the ?Effective Date?), to confirm the terms and conditions of yo
April 26, 2021	EX-10.17	Confirmatory Employment Letter between Nautilus Biotechnology, Inc. and Matt Murphy (incorporated by reference to Exhibit 10.17 to the Company’s Form S-4/A filed with the SEC on April 26, 2021). Exhibit 10.17 April 8, 2021 Matt Murphy Via email Re: Confirmatory Employment Letter Dear Matt: This confirmatory employment letter agreement (the ?Agreement?) is entered into between Matt Murphy (?you?) and Nautilus Biotechnology, Inc. (the ?Company? or ?we?), effective as of the date of this Agreement as first set forth above (the ?Effective Date?), to confirm the terms and conditions of your em
April 23, 2021	CORRESP	ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 April 23, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 April 23, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.
April 7, 2021	EX-99.1	Nautilus Biotechnology Confidential – Do Not Distribute EmployeeOption Presentation April 7, 2021 2 This presentation is not intended as tax advice. Any reference to tax treatment in this presentation is general and necessarily incomplete.Please cons Exhibit 99.1 Filed by ARYA Sciences Acquisition Corp III Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: ARYA Sciences Acquisition Corp III Commission File No. 001-39434 Nautilus Biotechnology Confidential ? Do Not Distribute EmployeeOption Presentation April 7, 2021 2 This presentation is not in
April 7, 2021	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 7, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
April 7, 2021	S-4/A	- S-4/A As filed with the Securities and Exchange Commission on April 7, 2021 No. 333-254796 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ARYA SCIENCES ACQUISITION CORP III* (Exact name of registrant as specified in its charter) Cayman Islands* 6770 98-1541723 (State or other jurisdiction of inco
April 7, 2021	425	Merger Prospectus - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 7, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
April 7, 2021	EX-99.1	Nautilus Biotechnology Confidential – Do Not Distribute EmployeeOption Presentation April 7, 2021 2 This presentation is not intended as tax advice. Any reference to tax treatment in this presentation is general and necessarily incomplete.Please cons Exhibit 99.1 Filed by ARYA Sciences Acquisition Corp III Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: ARYA Sciences Acquisition Corp III Commission File No. 001-39434 Nautilus Biotechnology Confidential ? Do Not Distribute EmployeeOption Presentation April 7, 2021 2 This presentation is not in
April 6, 2021	EX-99.1	Filed by ARYA Sciences Acquisition Corp III EX-99.1 2 brhc10022827ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Filed by ARYA Sciences Acquisition Corp III Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: ARYA Sciences Acquisition Corp III Commission File No. 001-39434 Nautilus Biotechnology Appoints Matt Murphy as General Counsel Former 10x Genomic
April 6, 2021	EX-99.1	Filed by ARYA Sciences Acquisition Corp III Exhibit 99.1 Filed by ARYA Sciences Acquisition Corp III Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: ARYA Sciences Acquisition Corp III Commission File No. 001-39434 Nautilus Biotechnology Appoints Matt Murphy as General Counsel Former 10x Genomics and Pacific Biosciences executive to lead th
April 6, 2021	425	Merger Prospectus - 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 6, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
April 6, 2021	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 6, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
March 30, 2021	10-K	Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ARYA SCIENCES ACQUISITION CORP III (Exact name of r
March 30, 2021	EX-21	Subsidiaries of the Company EX-21 3 brhc10021542ex21.htm EXHIBIT 21 Exhibit 21 Subsidiaries of the Company None.
March 30, 2021	EX-4.2	ARYA SCIENCES ACQUISITION CORP III DESCRIPTION OF SECURITIES Exhibit 4.2 ARYA SCIENCES ACQUISITION CORP III DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of ARYA Sciences Acquisition Corp III is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference
March 26, 2021	EX-21.1	List of subsidiaries of ARYA. Exhibit 21.1 List of Subsidiaries of ARYA Sciences Acquisition Corp III None.
March 26, 2021	EX-99.1	Consent of Sujal Patel to be named as a director. EX-99.1 10 exhibit991-drsxconsenttore.htm EX-99.1 Exhibit 99.1 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Ac
March 26, 2021	EX-99.7	Consent of Matthew McIlwain to be named as a director. EX-99.7 16 exhibit997-drsxconsentofma.htm EX-99.7 Exhibit 99.7 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Ac
March 26, 2021	EX-10.9	Form of Restricted Stock Award Agreement under the Nautilus Biotechnology, Inc. 2021 Equity Incentive Plan. Exhibit 10.9 NAUTILUS BIOTECHNOLOGY, INC. 2021 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT NOTICE OF RESTRICTED STOCK GRANT Unless otherwise defined herein, the terms defined in the Nautilus Biotechnology, Inc. 2021 Equity Incentive Plan (the ?Plan?) will have the same defined meanings in this Restricted Stock Award Agreement which includes the Notice of Restricted Stock Grant (the ?Not
March 26, 2021	EX-99.5	Consent of Melissa Epperly to be named as a director. Exhibit 99.5 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the ?Company?) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In c
March 26, 2021	S-4	Power of Attorney (included on signature page As filed with the Securities and Exchange Commission on March 26, 2021 No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ARYA SCIENCES ACQUISITION CORP III* (Exact name of registrant as specified in its charter) Cayman Islands* 6770 98-1541723 (State or other jurisdiction of incorporation or organizatio
March 26, 2021	EX-10.8	Form of Restricted Stock Unit Agreement under the Nautilus Biotechnology, Inc. 2021 Equity Incentive Plan. Exhibit 10.8 NAUTILUS BIOTECHNOLOGY, INC. 2021 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT NOTICE OF RESTRICTED STOCK UNIT GRANT Unless otherwise defined herein, the terms defined in the Nautilus Biotechnology, Inc. 2021 Equity Incentive Plan (the ?Plan?) will have the same defined meanings in this Restricted Stock Unit Agreement which includes the Notice of Restricted Stock Unit Grant (
March 26, 2021	EX-99.2	Consent of Parag Mallick to be named as a director. Exhibit 99.2 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In c
March 26, 2021	EX-99.4	Consent of Farzad Nazem to be named as a director. Exhibit 99.4 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the ?Company?) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In c
March 26, 2021	EX-99.6	Consent of Matthew Posard to be named as a director. Exhibit 99.6 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the ?Company?) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In c
March 26, 2021	CORRESP	ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 March 26, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 March 26, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, NE Washington, D.
March 26, 2021	EX-99.3	Consent of Vijay Pande to be named as a director. EX-99.3 12 exhibit993-drsxregistratio.htm EX-99.3 Exhibit 99.3 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Ac
March 26, 2021	EX-10.11	Nautilus Biotechnology, Inc. 2017 Equity Incentive Plan and forms of agreements thereunder (incorporated by reference to Exhibit 10.11 to the Company’s Form S-4 filed with the SEC on March 26, 2021). Exhibit 10.11 NAUTILUS BIOTECHNOLOGY, INC. 2017 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ?to attract and retain the best available personnel for positions of substantial responsibility, ?to provide additional incentive to Employees, Directors and Consultants, and ?to promote the success of the Company?s business. The Plan permits the grant of Incentive Stock Op
March 26, 2021	EX-10.7	Form of Stock Option Agreement under the Nautilus Biotechnology, Inc. 2021 Equity Incentive Plan. Exhibit 10.7 NAUTILUS BIOTECHNOLOGY, INC. 2021 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT NOTICE OF STOCK OPTION GRANT Unless otherwise defined herein, the terms defined in the Nautilus Biotechnology, Inc. 2021 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement, which includes the Notice of Stock Option Grant (the “Notice of Grant”), the Terms
February 16, 2021	EX-99.1	Consent to Reference in Proxy Statement/Prospectus/Information Statement Exhibit 99.1 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the ?Company?) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In c
February 16, 2021	EX-99.7	Consent to Reference in Proxy Statement/Prospectus/Information Statement EX-99.7 8 filename8.htm Exhibit 99.7 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the
February 16, 2021	EX-99.3	Consent to Reference in Proxy Statement/Prospectus/Information Statement EX-99.3 4 filename4.htm Exhibit 99.3 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the
February 16, 2021	EX-99.6	Consent to Reference in Proxy Statement/Prospectus/Information Statement Exhibit 99.6 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the ?Company?) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In c
February 16, 2021	EX-99	Exhibit 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the ordinary shares, $0.0001 par value per share, of ARYA Sciences Acquisition Corp III, and further agree that this J
February 16, 2021	SC 13G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ARYA SCIENCES ACQUISITION CORP III (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ARYA SCIENCES ACQUISITION CORP III (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G3166W106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriat
February 16, 2021	EX-99.4	Consent to Reference in Proxy Statement/Prospectus/Information Statement EX-99.4 5 filename5.htm Exhibit 99.4 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the
February 16, 2021	DRS	- DRS 1 filename1.htm As submitted confidentially with the U.S. Securities and Exchange Commission on February 12, 2021. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT
February 16, 2021	SC 13G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 ARYA Sciences Acquisition Corp III (Name of Issuer) CLASS A ORDINARY SHARES, $0.0001 PAR VALUE PER SHARE (Title of Class of UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 ARYA Sciences Acquisition Corp III (Name of Issuer) CLASS A ORDINARY SHARES, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) G3166W 106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designat
February 16, 2021	EX-99.2	Consent to Reference in Proxy Statement/Prospectus/Information Statement EX-99.2 3 filename3.htm Exhibit 99.2 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the
February 16, 2021	EX-99.5	Consent to Reference in Proxy Statement/Prospectus/Information Statement EX-99.5 6 filename6.htm Exhibit 99.5 February 12, 2021 ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, NY 10003 Consent to Reference in Proxy Statement/Prospectus/Information Statement ARYA Sciences Acquisition Corp III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the
February 8, 2021	EX-2.1	BUSINESS COMBINATION AGREEMENT BY AND AMONG ARYA SCIENCES ACQUISITION CORP III, MAKO MERGER SUB, INC. NAUTILUS BIOTECHNOLOGY, INC. DATED AS OF FEBRUARY 7, 2021 TABLE OF CONTENTS Exhibit 2.1 Execution BUSINESS COMBINATION AGREEMENT BY AND AMONG ARYA SCIENCES ACQUISITION CORP III, MAKO MERGER SUB, INC. AND NAUTILUS BIOTECHNOLOGY, INC. DATED AS OF FEBRUARY 7, 2021 TABLE OF CONTENTS Page ARTICLE 1 CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 ARTICLE 2 MERGER 24 Section 2.1 Closing Transactions 24 Section 2.2 Closing of the Transactions Contemplated by this Agreement 27 Sec
February 8, 2021	425	Merger Prospectus - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 7, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
February 8, 2021	EX-99.5	TO: Nautilus Employees Exhibit 99.5 ******** TO: Nautilus Employees FROM: Sujal Patel SUBJECT: Some Exciting News! NAUTILUS CONFIDENTIAL Good morning Nautilus Team! This is a very special day. We just announced that we’ve signed a definitive agreement for a transaction that will – upon completion - result in Nautilus becoming a public company. We will be doing so through a merger with Arya Sciences Acquisition Corp III,
February 8, 2021	EX-99.4	Nick Nelson: Exhibit 99.4 Nick Nelson: (silence) Okay. Good afternoon, everyone. For our audience, I am Nick Nelson. I'm the senior vice president and chief business officer at Nautilus. Here with me today, I'll be interviewing Dr. Josh LaBaer. Josh is currently the executive director of the Biodesign Institute at ASU, and he's also recently just served as the president of the US Human Proteome Organization. S
February 8, 2021	EX-99.2	Delivering on the Promise of the Human Proteome Nautilus Biotechnology Confidential – Do Not Distribute FEBRUARY 2021 Disclaimer 2 This presentation (“Presentation”) is provided for informational purposes only and has been prepared to assist interest Exhibit 99.2 Delivering on the Promise of the Human Proteome Nautilus Biotechnology Confidential – Do Not Distribute FEBRUARY 2021 Disclaimer 2 This presentation (“Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to the proposed business combination between ARYA Sciences Acquisition Corp III (“
February 8, 2021	EX-10.3	Form of Subscription Agreement (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on February 8, 2021). Exhbit 10.3 EXECUTION VERSION SUBSCRIPTION AGREEMENT ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, New York 10002 Ladies and Gentlemen: This Subscription Agreement (this “Subscription Agreement”) is being entered into as of the date set forth on the signature page hereto, by and between ARYA Sciences Acquisition Corp III, a Cayman Islands exempted company (“ARYA”), which
February 8, 2021	EX-10.3	SUBSCRIPTION AGREEMENT Exhbit 10.3 EXECUTION VERSION SUBSCRIPTION AGREEMENT ARYA Sciences Acquisition Corp III 51 Astor Place, 10th Floor New York, New York 10002 Ladies and Gentlemen: This Subscription Agreement (this “Subscription Agreement”) is being entered into as of the date set forth on the signature page hereto, by and between ARYA Sciences Acquisition Corp III, a Cayman Islands exempted company (“ARYA”), which
February 8, 2021	EX-10.2	Form of Amended and Restated Registration Rights and Lock-Up Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on February 8, 2021). EX-10.2 4 brhc10019858ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 EXECUTION VERSION Amended and Restated Registration Rights and Lock-Up Agreement This Amended and Restated Registration Rights and Lock-Up Agreement (this “Agreement”), dated as of February 7, 2021, is among ARYA Sciences Acquisition Corp III, a Cayman Islands exempted company (the “Company”) and the other parties hereto identified as a “H
February 8, 2021	EX-10.2	Amended and Restated Registration Rights and Lock-Up Agreement Exhibit 10.2 EXECUTION VERSION Amended and Restated Registration Rights and Lock-Up Agreement This Amended and Restated Registration Rights and Lock-Up Agreement (this “Agreement”), dated as of February 7, 2021, is among ARYA Sciences Acquisition Corp III, a Cayman Islands exempted company (the “Company”) and the other parties hereto identified as a “Holder” on the signature pages and Schedule A h
February 8, 2021	EX-10.1	SPONSOR LETTER AGREEMENT EX-10.1 3 brhc10019858ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of February 7, 2021, is made by and among ARYA Sciences Holdings III, an exempted company incorporated in the Cayman Islands with limited liability (the “Sponsor”), the other holders of ARYA Class B Shares set forth on Schedule I hereto (the “Othe
February 8, 2021	EX-99.1	Next-Gen Proteomics Company Nautilus Biotechnology to List on Nasdaq Through Merger with Arya Sciences Acquisition Corp III Nautilus Biotechnology has entered into a definitive merger agreement with Arya Sciences Acquisition Corp III (Nasdaq: ARYA). Exhibit 99.1 Next-Gen Proteomics Company Nautilus Biotechnology to List on Nasdaq Through Merger with Arya Sciences Acquisition Corp III Nautilus Biotechnology has entered into a definitive merger agreement with Arya Sciences Acquisition Corp III (Nasdaq: ARYA). Upon closing, the combined company is expected to be listed on Nasdaq under the ticker symbol “NAUT” Nautilus Biotechnology is expected t
February 8, 2021	EX-99.2	Delivering on the Promise of the Human Proteome Nautilus Biotechnology Confidential – Do Not Distribute FEBRUARY 2021 Disclaimer 2 This presentation (“Presentation”) is provided for informational purposes only and has been prepared to assist interest Exhibit 99.2 Delivering on the Promise of the Human Proteome Nautilus Biotechnology Confidential – Do Not Distribute FEBRUARY 2021 Disclaimer 2 This presentation (“Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to the proposed business combination between ARYA Sciences Acquisition Corp III (“
February 8, 2021	EX-99.1	Next-Gen Proteomics Company Nautilus Biotechnology to List on Nasdaq Through Merger with Arya Sciences Acquisition Corp III Nautilus Biotechnology has entered into a definitive merger agreement with Arya Sciences Acquisition Corp III (Nasdaq: ARYA). Exhibit 99.1 Next-Gen Proteomics Company Nautilus Biotechnology to List on Nasdaq Through Merger with Arya Sciences Acquisition Corp III Nautilus Biotechnology has entered into a definitive merger agreement with Arya Sciences Acquisition Corp III (Nasdaq: ARYA). Upon closing, the combined company is expected to be listed on Nasdaq under the ticker symbol “NAUT” Nautilus Biotechnology is expected t
February 8, 2021	EX-10.1	SPONSOR LETTER AGREEMENT Exhibit 10.1 Execution SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of February 7, 2021, is made by and among ARYA Sciences Holdings III, an exempted company incorporated in the Cayman Islands with limited liability (the “Sponsor”), the other holders of ARYA Class B Shares set forth on Schedule I hereto (the “Other Class B Holders”, and together with the Spon
February 8, 2021	EX-99.6	Nautilus Biotechnology Confidential – Do Not Distribute Town Hall FEBRUARY 8, 2021 Nautilus Biotechnology Confidential – Do Not Distribute 2 Forward-Looking StatementsThis communication contains certain “forward-looking statements” within the meaning Exhibit 99.6 Nautilus Biotechnology Confidential – Do Not Distribute Town Hall FEBRUARY 8, 2021 Nautilus Biotechnology Confidential – Do Not Distribute 2 Forward-Looking StatementsThis communication contains certain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding
February 8, 2021	EX-99.5	TO: Nautilus Employees Exhibit 99.5 ******** TO: Nautilus Employees FROM: Sujal Patel SUBJECT: Some Exciting News! NAUTILUS CONFIDENTIAL Good morning Nautilus Team! This is a very special day. We just announced that we’ve signed a definitive agreement for a transaction that will – upon completion - result in Nautilus becoming a public company. We will be doing so through a merger with Arya Sciences Acquisition Corp III,
February 8, 2021	EX-99.4	Nick Nelson: Exhibit 99.4 Nick Nelson: (silence) Okay. Good afternoon, everyone. For our audience, I am Nick Nelson. I'm the senior vice president and chief business officer at Nautilus. Here with me today, I'll be interviewing Dr. Josh LaBaer. Josh is currently the executive director of the Biodesign Institute at ASU, and he's also recently just served as the president of the US Human Proteome Organization. S
February 8, 2021	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 7, 2021 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-1541723 (State or other jurisdiction of incorporation) (Commission File Number) (I.
February 8, 2021	EX-2.1	Business Combination Agreement, dated as of February 7, 2021, by and among ARYA Sciences Acquisition Corp III, Mako Merger Sub, Inc., and Nautilus Biotechnology, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on February 8, 2021). Exhibit 2.1 Execution BUSINESS COMBINATION AGREEMENT BY AND AMONG ARYA SCIENCES ACQUISITION CORP III, MAKO MERGER SUB, INC. AND NAUTILUS BIOTECHNOLOGY, INC. DATED AS OF FEBRUARY 7, 2021 TABLE OF CONTENTS Page ARTICLE 1 CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 ARTICLE 2 MERGER 24 Section 2.1 Closing Transactions 24 Section 2.2 Closing of the Transactions Contemplated by this Agreement 27 Sec
February 8, 2021	EX-99.3	Investor Presentation Transcript Exhibit 99.3 Investor Presentation Transcript Chris Blessington: Thank you for joining our call today. In this call we’ll be discussing information contained in our press release issued today and available at www.nautilus.bio. Before we discuss what we believe is a very exciting announcement and a significant milestone for both Nautilus Biotechnology and Arya III, I will make some important discla
February 8, 2021	EX-99.6	Nautilus Biotechnology Confidential – Do Not Distribute Town Hall FEBRUARY 8, 2021 Nautilus Biotechnology Confidential – Do Not Distribute 2 Forward-Looking StatementsThis communication contains certain “forward-looking statements” within the meaning Exhibit 99.6 Nautilus Biotechnology Confidential – Do Not Distribute Town Hall FEBRUARY 8, 2021 Nautilus Biotechnology Confidential – Do Not Distribute 2 Forward-Looking StatementsThis communication contains certain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding
February 8, 2021	EX-99.3	Investor Presentation Transcript Exhibit 99.3 Investor Presentation Transcript Chris Blessington: Thank you for joining our call today. In this call we’ll be discussing information contained in our press release issued today and available at www.nautilus.bio. Before we discuss what we believe is a very exciting announcement and a significant milestone for both Nautilus Biotechnology and Arya III, I will make some important discla
November 13, 2020	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ARYA SCIENCES ACQUISITION CORP III (Exa
September 18, 2020	10-Q	Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto ARYA SCIENCES ACQUISITION CORP III (Exact name of regist
August 17, 2020	EX-99.1	ARYA SCIENCES ACQUISITION CORP III Exhibit 99.1 ARYA SCIENCES ACQUISITION CORP III Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Balance Sheet F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of ARYA Sciences Acquisition Corp. III Opinion on the Financial Statement We have audited the accompanying balance sheet of ARYA Sciences Acquis
August 17, 2020	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 11, 2020 ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation or organization) 001-39434 (Co
August 13, 2020	SC 13G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 Under the Se UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to ? 240.

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