Statement of Changes in Beneficial Ownership (4)
November 06 2019 - 05:17PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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AYERS JONATHAN W |
2. Issuer Name and Ticker or Trading Symbol
IDEXX LABORATORIES INC /DE
[
IDXX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Senior Advisor
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(Last)
(First)
(Middle)
ONE IDEXX DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/4/2019
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(Street)
WESTBROOK, ME 04092
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/4/2019
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M
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53820
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A
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$45.84
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1079784 (1)
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D
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Common Stock
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11/4/2019
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S
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23375
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D
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$278.8987 (2)
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1056409
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D
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Common Stock
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11/4/2019
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S
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26198
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D
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$279.7245 (3)
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1030211
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D
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Common Stock
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11/4/2019
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S
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4247
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D
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$280.4656 (4)
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1025964
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D
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Common Stock
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11/4/2019
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S
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1891
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D
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$279.4333 (5)
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1024073
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D
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Common Stock
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11/4/2019
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S
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3402
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D
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$280.0805 (6)
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1020671
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D
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Common Stock
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11/4/2019
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S
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2984
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D
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$281.7366 (7)
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1017687
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D
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Common Stock
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11/5/2019
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S
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1300
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D
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$277.8715 (8)
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1016387
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D
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Common Stock
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11/5/2019
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S
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3839
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D
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$265.3846 (9)
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1012548
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D
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Common Stock
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11/5/2019
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S
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11794
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D
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$266.5371 (10)
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1000754
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D
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Common Stock
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138000
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I
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by Ayers Family Trust
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code (Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)
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8. Price of Derivative Security (Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Non-Qualified Stock Option (right-to-buy)
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$45.84
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11/4/2019
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M
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53820 (11)
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(12)
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2/13/2020
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Common Stock
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53820
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(13)
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0
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D
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Explanation of Responses:
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(1)
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Includes 22 shares of common stock acquired under the IDEXX Laboratories, Inc. Employee Stock Purchase Plan on September 30, 2019.
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(2)
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Represents the weighted average price of the shares sold ranging from a low of $278.155 to a high of $279.15 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(3)
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Represents the weighted average price of the shares sold ranging from a low of $279.16 to a high of $280.15 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(4)
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Represents the weighted average price of the shares sold ranging from a low of $280.17 to a high of $280.63 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(5)
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Represents the weighted average price of the shares sold ranging from a low of $279.01 to a high of $280.01 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(6)
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Represents the weighted average price of the shares sold ranging from a low of $280.05 to a high of $280.32 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(7)
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Represents the weighted average price of the shares sold ranging from a low of 281.515 to a high of $281.90 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(8)
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Represents the weighted average price of the shares sold ranging from a low of 277.55 to a high of $277.95 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(9)
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Represents the weighted average price of the shares sold ranging from a low of 265.00 to a high of $266.00 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(10)
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Represents the weighted average price of the shares sold ranging from a low of 266.1150 to a high of $267.05 per share. The undersigned undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.
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(11)
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The number of derivative securities has been revised to reflect the current number available for the reported transaction.
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(12)
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Grant of option to buy 55,910 shares of IDEXX Laboratories, Inc. common stock that became exercisable in five equal annual installments beginning on February 14, 2014 without giving effect to the 2-for-1 stock split of IDEXX Laboratories, Inc. common stock that occurred on June 15, 2015 (the "Stock Split"). The number of derivative securities reported as beneficially owned with respect to this option and its exercise price were adjusted to reflect the Stock Split.
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(13)
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Not applicable.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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AYERS JONATHAN W ONE IDEXX DRIVE WESTBROOK, ME 04092
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X
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Senior Advisor
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Signatures
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/s/ Lily J. Lu, Attorney-in-Fact for Jonathan W. Ayers
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11/6/2019
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**Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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