09/24/2024 | Press release | Distributed by Public on 09/24/2024 14:05
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivate Security | 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 | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Cormorant Asset Management, LP 200 CLARENDON STREET 52ND FLOOR BOSTON, MA02116 |
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Chen Bihua C/O CORMORANT ASSET MANAGEMENT, LP 200 CLARENDON STREET, 52ND FLOOR BOSTON, MA02116 |
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Cormorant Global Healthcare Master Fund, LP 200 CLARENDON STREET 52ND FLOOR BOSTON, MA02116 |
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/s/ CORMORANT ASSET MANAGEMENT, LP By: Cormorant Asset Management GP, LLC, its General Partner | 2024-09-24 |
**Signature of Reporting Person | Date |
/s/ Bihua Chen | 2024-09-24 |
**Signature of Reporting Person | Date |
/s/ CORMORANT GLOBAL HEALTHCARE MASTER FUND, LP By: Cormorant Global Healthcare GP, LLC, its General Partner | 2024-09-24 |
**Signature of Reporting Person | Date |
(*) | 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). |
(1) | Represents the weighted average sale price of shares of common stock purchased in a series of open market transactions on the transaction date at prices ranging from $17.00 to $17.95 per share. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission (the "SEC"), the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. All of these shares were purchased by the Master Fund (as defined below). |
(2) | Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of Cormorant Global Healthcare Master Fund, LP (the "Master Fund"). Cormorant Global Healthcare GP, LLC ("GP LLC") serves as General Partner of the Master Fund. Bihua Chen serves as manager of Cormorant, GP LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose. |
(3) | Represents the weighted average sale price of shares of common stock purchased in a series of open market transactions on the transaction date at prices ranging from $18.03 to $18.999 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. All of these shares were purchased by the Master Fund. |
(4) | Represents the weighted average sale price of shares of common stock purchased in a series of open market transactions on the transaction date at prices ranging from $19.00 to $19.998 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. All of these shares were purchased by the Master Fund. |
(5) | Represents the weighted average sale price of shares of common stock purchased in a series of open market transactions on the transaction date at prices ranging from $20.00 to $20.995 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. All of these shares were purchased by the Master Fund. |
(6) | Represents the weighted average sale price of shares of common stock purchased in a series of open market transactions on the transaction date at prices ranging from $21.00 to $21.99 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. All of these shares were purchased by the Master Fund. |
(7) | Represents the weighted average sale price of shares of common stock purchased in a series of open market transactions on the transaction date at prices ranging from $22.00 to $22.50 per share. The Reporting Persons undertake to provide, upon request by the staff of the SEC issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. All of these shares were purchased by the Master Fund. |