SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CMLS Holdings III LLC

(Last)

(First)

(Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

NEW YORK

10065

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CM Life Sciences III Inc. [ CMLT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B common stock	⁽¹⁾	08/01/2021		S			200,000	⁽¹⁾	⁽¹⁾	Class A common stock	200,000	$0.002⁽¹⁾⁽²⁾	13,500,000	I⁽³⁾	See footnote⁽³⁾

1. Name and Address of Reporting Person^*

CMLS Holdings III LLC

(Last)

(First)

(Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

NEW YORK

10065

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

C-LSH III LLC

(Last)

(First)

(Middle)

C/O CASDIN CAPITAL, LLC

1350 AVE OF THE AMERICAS, SUITE 2600

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

M-LSH III LLC

(Last)

(First)

(Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

NEW YORK

10065

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Casdin Eli

(Last)

(First)

(Middle)

C/O CASDIN CAPITAL, LLC

1350 AVE OF THE AMERICAS, SUITE 2600

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Meister Keith A.

(Last)

(First)

(Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

NEW YORK

10065

(City)

(State)

(Zip)

Explanation of Responses:

1. The shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the issuer's initial business combination or earlier at the option of the holder as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-253475) (the "Registration Statement"), on a one-for-one basis, subject to adjustment for stock splits, stock capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.

2. Sale of Class B common stock to an independent director of the issuer.

3. CMLS Holdings III LLC is the record holder of the shares reported herein. The Board of Managers of CMLS Holdings III LLC is comprised of Mr. Casdin and Mr. Meister who share voting and investment discretion with respect to the common stock held of record by CMLS Holdings III LLC. C-LSH III LLC and M-LSH III LLC are the members of CMLS Holdings III LLC, and Mr. Casdin and Mr. Meister are the managing members of C-LSH III LLC and M-LSH III LLC, respectively. Each of C-LSH III LLC, M-LSH III LLC and Messrs. Casdin and Meister disclaims beneficial ownership of these shares except to the extent of its or his respective pecuniary interest therein.

	/s/ Brian Emes as Attorney-in-Fact for CMLS Holdings III LLC	08/03/2021
	/s/ Brian Emes as Attorney-in-Fact for C-LSH III LLC	08/03/2021
	/s/ Brian Emes as Attorney-in-Fact for M-LSH III LLC	08/03/2021
	/s/ Brian Emes as Attorney-in-Fact for Eli Casdin	08/03/2021
	/s/ Brian Emes as Attorney-in-Fact for Keith A. Meister	08/03/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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SEC Form 4 filed by CMLS Holdings III LLC