| Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ROIV | Common Shares | -Other | $0 | -15,518,673 | -44.55% | $0.00 | 19,311,790 | Mar 7, 2024 | Held by QVT Roiv Hldgs Offshore Ltd | F1, F2, F3 |
| transaction | ROIV | Common Shares | -Other | $0 | -5,594,064 | -45% | $0.00 | 6,837,266 | Mar 7, 2024 | Held by QVT Roiv Hldgs Onshore Ltd | F1, F2, F3 |
| transaction | ROIV | Common Shares | -Other | $0 | -45,361 | -45% | $0.00 | 55,443 | Mar 7, 2024 | Held by Fourth Avenue Capital Partners LP | F1, F2, F4 |
| transaction | ROIV | Common Shares | -Other | $0 | -2,260,661 | -45% | $0.00 | 2,763,126 | Mar 7, 2024 | Held by QVT P&E Roiv Hldgs Ltd | F1, F2, F5 |
| transaction | ROIV | Common Shares | -Other | $0 | -11,077,765 | -43.06% | $0.00 | 14,646,796 | Mar 7, 2024 | Held by QVT Deferred Compensation Holdings Ltd | F1, F2, F5 |
| transaction | ROIV | Common Shares | -Other | $0 | -11,325,233 | -32.89% | $0.00 | 23,105,358 | Mar 7, 2024 | Held by QVT Financial Investment Cayman Ltd | F1, F2, F6 |
| holding | ROIV | Common Shares | 7,275,286 | Mar 7, 2024 | Direct | F7 | |||||
| holding | ROIV | Common Shares | 2,656,245 | Mar 7, 2024 | Held by trusts and estate planning vehicles established by the Reporting Person | F2, F7, F8 |
| Id | Content |
|---|---|
| F1 | On March 7, 2024, each of QVT Roiv Hldgs Onshore Ltd. and QVT Roiv Hldgs Offshore Ltd. (together, "QVT Roiv"), Fourth Avenue Capital Partners LP ("Fourth Avenue"), QVT P&E Roiv Hldgs Ltd. ("QVT P&E"), QVT Deferred Compensation Holdings Ltd ("QVT DCH") and QVT Financial Investment Cayman Ltd. ("QVT FIC") made an in-kind distribution on a pro rata basis, for no consideration. |
| F2 | The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these Common Shares in this report shall not be deemed an admission of beneficial ownership of all of the reported Common Shares for purposes of Section 16 or for any other purpose. |
| F3 | QVT Financial LP, a Delaware limited partnership, is the investment manager of QVT Roiv, and shares voting and investment control over the Shares held directly by QVT Roiv. QVT Financial GP LLC ("QVT Financial GP"), a Delaware limited liability company, is the general partner of QVT Financial LP. The reporting person is a Managing Member of QVT Financial GP, sharing voting and investment control over the Common Shares held directly by QVT Roiv and may be deemed to beneficially own such Common Shares. |
| F4 | Management of Fourth Avenue is vested in its general partner, Fourth Avenue Capital Partners GP LLC, a Delaware limited liability company ("Fourth Avenue GP"), which may be deemed to beneficially own the Common Shares held directly by Fourth Avenue. Daniel Gold is a Managing Member of Fourth Avenue GP, sharing voting and investment control over the Common Shares held directly by Fourth Avenue and may be deemed to beneficially own such Common Shares. |
| F5 | The reporting person is one of two directors of QVT P&E Roiv Hldgs Ltd. ("QVT P&E") and QVT Deferred Compensation Holdings Ltd ("QVT DCH"), sharing voting and investment control over the Common Shares held directly by QVT P&E and QVT DCH. |
| F6 | The reporting person is one of three directors of QVT Financial Investment Cayman Ltd. ("QVT FIC"), sharing voting and investment control over the Common Shares held directly by QVT FIC. |
| F7 | Includes shares reporting person received as part of the distribution described in (1) above, which is exempted under both Rule 16a-9 and Rule 16a-13 as a change in form of beneficial ownership and (i) an annual award of restricted stock units with respect to Common Shares ("RSUs") granted pursuant to the Company's 2021 Equity Incentive Plan and the Company's Non-Employee Director Compensation Policy (the "Equity Plan"), which vested on September 15, 2023 and (ii) an annual award of restricted stock units with respect to RSU granted pursuant to the Equity Plan, which is scheduled to vest 100% on September 12, 2024, subject generally to the reporting person's continuous service through such date. |
| F8 | The reporting person is a trustee of trusts and estate planning vehicles, each of which were formed by the reporting person and/or his immediate family members and shares voting and investment control over the Common Shares held directly by these trusts and may be deemed to beneficially own such Common Shares. |