| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | SRRA | Common Stock, $0.001 par value | 878,656 | 05 Nov 2021 | See Footnote | F1 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | SRRA | Series A Warrants | 05 Nov 2021 | Common Stock | 871,125 | $13.20 | See footnote | F1, F2 | ||||||
| holding | SRRA | Series B Warrants | 05 Nov 2021 | Common Stock | 287,471 | $13.20 | See footnote | F1, F3 | ||||||
| holding | SRRA | Stock Option (Right to Buy) | 05 Nov 2021 | Common Stock | 1,500 | $13.87 | See footnotes | F4, F5, F6 | ||||||
| holding | SRRA | Stock Option (Right to Buy) | 05 Nov 2021 | Common Stock | 6,874 | $13.98 | See footnotes | F4, F5, F7 | ||||||
| holding | SRRA | Stock Option (Right to Buy) | 05 Nov 2021 | Common Stock | 6,000 | $18.11 | See footnotes | F4, F5, F8 |
| Id | Content |
|---|---|
| F1 | The securities of Sierra Oncology, Inc. (the "Issuer") are held by Abingworth Bioventures VII, LP ("ABV VII"). Abingworth Bioventures VII GP LP ("Abingworth GP") serves as the general partner of ABV VII. Abingworth General Partner VII LLP, serves as the general partner of Abingworth GP. ABV VII (acting by its general partner Abingworth GP, acting by its general partner Abingworth General Partner VII LLP) has delegated to Abingworth LLP, all investment and dispositive power over the securities held by ABV VII. Abingworth LLP holds the reported securities indirectly through ABV VII. Abingworth LLP disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest therein. This report shall not be deemed an admission that the reporting person, ABV VII, Dr. Sinclair or any other person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| F2 | Each Series A Warrant is currently exercisable for one share of Common Stock, provided that, at each holder's election, the holder will be prohibited, subject to certain exceptions, from exercising the Series A Warrant for shares of Common Stock if, as a result of such exercise, the holder, together with its affiliates and other attribution parties, would own more than 19.99% of the total number of shares of Common Stock then issued and outstanding, which percentage may be changed at the holder's election to a lower percentage at any time or to a higher percentage upon 61 days' notice to the Issuer. |
| F3 | Each Series B Warrant is currently exercisable for 0.33 shares of Common Stock, provided that, at each holder's election, the holder will be prohibited, subject to certain exceptions, from exercising the Series B Warrant for shares of Common Stock if, as a result of such exercise, the holder, together with its affiliates and other attribution parties, would own more than 19.99% of the total number of shares of Common Stock then issued and outstanding, which percentage may be changed at the holder's election to a lower percentage at any time or to a higher percentage upon 61 days' notice to the Issuer. Each Series B warrant will expire on the 75th day anniversary of the Issuer's announcement of top-line data from its MOMENTUM Phase 3 clinical trial of momelotinib and may only be exercised by paying the exercise price in cash. |
| F4 | This option was granted to Dr. Andrew Sinclair as director's compensation. Dr. Sinclair is a Partner of Abingworth LLP. Under an agreement between Dr. Sinclair and Abingworth LLP, Dr. Sinclair is deemed to hold the options and any shares of Common Stock issuable upon exercise of the options for the benefit of ABV VII, and must exercise the options solely upon the direction of Abingworth LLP. |
| F5 | ABV VII may be deemed the indirect beneficial owner of the option, and Dr. Sinclair may be deemed the indirect beneficial owner of the option through his indirect interest in ABV VII. Abingworth LLP disclaims beneficial ownership of the option except to the extent, if any, of its pecuniary interest therein. This report shall not be deemed an admission that Abingworth LLP, ABV VII, Dr. Sinclair or any other person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| F6 | The option vested in equal monthly installments over a period of 12 months commencing on December 29, 2019, and is fully vested. |
| F7 | The option vested as to 8.333% of the total shares monthly, commencing on July 9, 2020, and is fully vested. |
| F8 | The option fully vests and becomes exercisable on June 8, 2022, subject to Dr. Sinclair's provision of services to the Issuer as of the vesting date. |