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SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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1. Name and Address of Reporting Person*
JONES ROBERT C
(Last) (First) (Middle)
FLUIDIGM CORPORATION
7000 SHORELINE COURT SUITE 100
(Street)
SOUTH SAN FRANCISCO CA 94080
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/09/2011 		3. Issuer Name and Ticker or Trading Symbol
FLUIDIGM CORP [ FLDM ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Exec. VP, Research & Dev.
 5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (1) (1) Common Stock 5,780(2) 4.09 D
Stock Option (Right to Buy) (3) (3) Common Stock 5,780(2) 4.09 D
Stock Option (Right to Buy) (4) (4) Common Stock 5,780(2) 8.38 D
Stock Option (Right to Buy) (5) (5) Common Stock 5,780(2) 8.38 D
Stock Option (Right to Buy) (6) (6) Common Stock 29,491(2) 3.4 D
Stock Option (Right to Buy) (7) (7) Common Stock 36,569(2) 3.4 D
Stock Option (Right to Buy) (8) (8) Common Stock 11,560(2) 4.45 D
Stock Option (Right to Buy) (9) (9) Common Stock 8,257(2) 4.45 D
Stock Option (Right to Buy) (10) (10) Common Stock 8,257(2) 4.45 D
Stock Option (Right to Buy) (11) (11) Common Stock 1,068(2) 4.45 D
Stock Option (Right to Buy) (12) (12) Common Stock 12,143(2) 4.45 D
Stock Option (Right to Buy) (13) (13) Common Stock 5,176(2) 4.45 D
Stock Option (Right to Buy) (14) (14) Common Stock 1,428(2) 4.45 D
Explanation of Responses:
1. 100% of the shares subject to the Option will vest on December 31, 2012; provided that a percentage of the Option equal to the percentage of the reporting person's departmental goals that are achieved would become fully vested effective as of December 31, 2009. The compensation committee determined that the reporting person met 25% of the performance criteria for 2009, resulting in the vesting of the Option as to 1,445 shares. The Option shall expire on November 17, 2019.
2. Reflects a 1-for-1.73 reverse stock split of the Issuer's outstanding shares effected February 3, 2011.
3. The compensation committee determined that 70% of the Issuer's corporate goals for 2009 had been achieved. This resulted in 70% of the shares subject to the Option vesting on December 31, 2009, 25% of the remaining 40% of the shares subject to the Option vested on April 1, 2010 and 1/48th of the remaining unvested shares subject to the Option shall vest each month thereafter such that all shares subject to the Option shall be fully vested on April 1, 2013. The Option shall expire on November 17, 2019.
4. 25% of the shares subject to the Option shall vest on the one year anniversary of April 1, 2010 (the "Vesting Commencement Date"), and thereafter 1/48th of the shares subject to the Option shall vest on each monthly anniversary of the Vesting Commencement Date such that the Option will be fully vested on April 1, 2014; provided that vesting for a percentage of the Option equal to the Company's percentage achievement of its 2010 corporate goals shall be accelerated to December 31, 2010 . The compensation committee has not yet made a determination regarding the achievement of 2010 corporate goals. The percentage of the Option not accelerated shall vest over 4 years as described above. Vesting is subject to the reporting person continuing to be a service provider on such dates. The Option shall expire on January 4, 2021.
5. 100% of the shares subject to the Option shall vest on April 1, 2014; provided that vesting for a percentage of the shares subject to the Option equal to the reporting person's percentage achievement of his 2010 departmental goals shall be accelerated to December 31, 2010. The shares, if any, not subject to such accelerated vesting shall vest on April 1, 2014. Vesting is subject to the reporting person continuing to be a service provider on such dates. The Option shall expire on January 4, 2021.
6. The Option fully vested on August 1, 2009 and shall expire on August 2, 2015.
7. The Option fully vested on August 1, 2009 and shall expire on August 2, 2015.
8. The Option was originally granted on April 23, 2008 and was re-granted on December 23, 2009 as part of the Issuer's option repricing. 10,838 shares subject to the Option will vest as of December 31, 2011 and 241 shares will vest monthly thereafter. The Option will fully vest on March 31, 2012 and shall expire on April 23, 2018.
9. The Option was originally granted on April 23, 2008 and was re-granted on December 23, 2009 as part of the Issuer's option repricing. 6,089 shares subject to the Option were vested as of the re-grant date, an additional 1,651 shares will vest on December 31, 2011 and 172 shares will vest monthly thereafter. The Option will fully vest on March 31, 2012 and shall expire on April 23, 2018.
10. The Option was originally granted on April 23, 2008 and was re-granted on December 23, 2009 as part of the Issuer's option repricing. 5,215 shares subject to the Option were vested as of the re-grant date and thereafter 97 shares vested monthly until March 1, 2012 and thereafter 171 shares will vest monthly. The Option will fully vest on May 1, 2012 and shall expire on April 23, 2018.
11. The Option fully vested on May 1, 2010 and shall expire on May 7, 2017.
12. The Option fully vested on May 1, 2010 and shall expire on May 7, 2017.
13. The Option fully vested on March 22, 2010 and shall expire on April 23, 2018.
14. The Option fully vested on March 22, 2010 and shall expire on April 23, 2018.
Remarks:
Exhibit List ------------------- Exhibit 24 - Power of Attorney
/s/ Gajus V. Worthington, attorney-in-fact 02/09/2011
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
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                               POWER OF ATTORNEY

The undersigned, as a Section 16 reporting person of Fluidigm Corporation (the
"Company"), hereby constitutes and appoints the officers of the Company and the
responsible attorneys and paralegals of Wilson Sonsini Goodrich & Rosati, P.C.,
and each of them, the undersigned's true and lawful attorney-in-fact to:

     1.   complete and execute Forms ID, 3,4 and 5 and other forms and all
          amendments thereto as such attorney-in-fact shall in his or her
          discretion determine to be required or advisable pursuant to Section
          16 of the Securities Exchange Act of 1934 (as amended) and the rules
          and regulations promulgated thereunder, or any successor laws and
          regulations, as a consequence of the undersigned's ownership,
          acquisition or disposition of securities of the Company; and

     2.   do all acts necessary in order to file such forms with the Securities
          and Exchange Commission, any securities exchange or national
          association, the Company and such other person or agency as the
          attorney-in-fact shall deem appropriate.

     The undersigned hereby ratifies and confirms all that said attorney-in-fact
and agents shall do or cause to be done by virtue hereof. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, are not assuming, nor is the Company assuming,
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934 (as amended).

     This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms ID, 3, 4 and 5 with respect to
the undersigned's holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing delivered
to the Company and the foregoing attorney-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 7th day of February, 2011.


                            Signature:  /s/ Robert Jones
                                        ----------------------------------------
                                        Robert Jones