| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TCDA | Common Stock | Award | $4M | +667K | +6.93% | $6.00* | 10.3M | Nov 15, 2021 | See Footnotes | F1, F2, F3 |
| holding | TCDA | Common Stock | 27.6K | Nov 15, 2021 | See footnotes | F3, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TCDA | Comm on Warrants to Purchase Common Stock | Award | +667K | 667K | Nov 15, 2021 | Common Stock | 667K | $11.00 | See footnotes | F1, F2, F3, F5, F6 |
| Id | Content |
|---|---|
| F1 | These shares of common stock and these common warrants were acquired directly from Tricida, Inc. (the "Issuer") in a registered direct offering. For each share purchased in the registered direct offering, at a price of $6.00 per share of common stock, the purchaser received one warrant. |
| F2 | These securities are held of record by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Capital GP V LLC ("GP V") is the general partner of OPI V, and OrbiMed Advisors LLC ("Advisors"), a registered adviser under the Investment Advisors Act of 1940, as amended, is the managing member of GP V. By virtue of such relationships, GP V and Advisors may be deemed to have voting and investment power with respect to the shares held by OPI V. Advisors exercises investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the Shares held by OPI V. |
| F3 | This report on Form 4 is jointly filed by GP V and Advisors. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. The Reporting Persons have designated a representative, David P. Bonita ("Bonita"), a member of Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons, or Bonita, is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act, or for any other purposes. |
| F4 | These securities are held of record by Bonita. Pursuant to an agreement with Advisors and GP V, Bonita is obligated to transfer these securities, or the economic benefit thereof, to Advisors and GP V, which will in turn ensure that such securities or economic benefits are provided OPI V. Included are 16,403 restricted stock units ("RSUs") that vest on the earlier of (i) the one-year anniversary of June 10, 2021 (the "Grant Date") and (ii) the Issuer's next regularly scheduled annual meeting of stockholders that occurs following the Grant Date, subject to Bonita's continuous service as a non-employee director through such vesting date. Each RSU represents a contingent right to receive one share of Common Stock. |
| F5 | The common warrants may be exercised for shares of common stock at any time on or after the date that is six months after the date of their issuance. |
| F6 | The expiration date is the earliest of: (a) the third anniversary of the date of their issuance, (b) immediately prior to the closing of a fundamental transaction or (c) the occurrence of certain other events. A "fundamental transaction" includes a consolidation or merger, the sale, transfer or other disposition of all or substantially all of the Issuer's properties or assets, the acquisition of more than 50% of the Issuer's outstanding common stock, any reorganization, recapitalization or reclassification of the Issuer's common stock or any person or group becoming the beneficial owner of 50% of the voting power represented by the Issuer's outstanding common stock. |