Tpav, Llc - Apr 1, 2024 Form 3/A Insider Report for Traws Pharma, Inc. (TRAW)

Role: 10%+ Owner
Signature: /s/ TPAV, LLC, By: Nikolay Savchuk, Manager
Stock symbol: TRAW
Transactions as of: Apr 1, 2024
Transactions value $: $0
Form type: 3/A
Date filed: 4/11/2024, 05:41 PM
Date Of Original Report: Apr 3, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	TRAW	Common Stock						1.22M	Apr 1, 2024	Direct	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	TRAW	Series C Preferred Stock							Apr 1, 2024	Common Stock	36.6M		Direct	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Consists of (i) 885,532 shares of common stock of the Company, par value $0.01 per share ("Common Stock") received in exchange for shares of common stock of Trawsfynydd Therapeutics, Inc. ("Trawsfynydd") in connection with the acquisition (the "Merger") by Traws Pharma, Inc. (f/k/a Onconova Therapeutics, Inc., the "Company") of Trawsfynydd in accordance with the terms of an Agreement and Plan of Merger, dated April 1, 2024 (the "Merger Agreement"), by and among the Company, Traws Merger Sub I, Inc., Traws Merger Sub II, LLC and Trawsfynydd, pursuant to which, upon consummation of the Merger, all of the outstanding shares Trawsfynydd common stock were converted into shares of Common Stock on a 1:20.1291 basis pursuant to the terms of the Merger Agreement, and (ii) 337,206 shares of Common Stock received pursuant to a Securities Purchase Agreement, dated April 1, 2024 (the "Securities Purchase Agreement"), by an among the Company, OrbiMed Private Investments VIII, LP and TPAV, LLC.
F2	The number of securities beneficially owned in the reporting person's Form 3 filed on April 3, 2024 inadvertently did not include the 337,206 shares of Common Stock received pursuant to the Securities Purchase Agreement.
F3	Following stockholder approval of the conversion of the Series C Preferred Stock into shares of Common Stock, each share of Series C Preferred Stock will automatically convert into 10,000 shares of Common Stock, subject to certain limitations.
F4	The amount or number of shares underlying the derivative security in the reporting person's Form 3 filed on April 3, 2024 inadvertently did not include 10,709,300 shares underlying the Series C Preferred Stock received pursuant to the Securities Purchase Agreement.