| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ELVN | Common Stock | Options Exercise | $9.1K | +2.13K | +0.02% | $4.28* | 8.66M | May 17, 2023 | See footnotes | F1, F3, F5 |
| holding | ELVN | Common Stock | 288K | May 17, 2023 | See footnotes | F4, F5 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ELVN | Stock Options (Right to Buy) | Options Exercise | $0 | -2.13K | -100% | $0.00* | 0 | May 17, 2023 | Common Stock | 2.13K | $4.28 | See footnotes | F1, F2, F3, F5 |
| Id | Content |
|---|---|
| F1 | Represents the exercise of stock options granted to David P. Bonita ("Bonita") on June 2, 2022. Bonita is a member of OrbiMed Advisors LLC ("OrbiMed Advisors") and was a member of Imara Inc.'s ("Imara") board of directors. Pursuant to an agreement with OrbiMed Advisors and OrbiMed Capital GP VII LLC ("GP VII"), Bonita transferred these stock options to OrbiMed Advisors and GP VII, who in turn ensured that the securities issued under these stock options, or the economic benefits thereof, were provided to OrbiMed Private Investments VII, LP ("OPI VII"). |
| F2 | These stock options vested on November 10, 2022 in connection with the merger of Iguana Merger Sub, Inc., a wholly owned subsidiary of Imara, with and into Enliven Therapeutics, Inc. ("Enliven"), with Enliven surviving the merger as a wholly owned subsidiary of Imara. |
| F3 | These securities are held of record by OPI VII. GP VII is the general partner of OPI VII and OrbiMed Advisors, a registered investment adviser under the Investment Advisers Act, is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting and investment power over the securities held by OPI VII and may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment 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 VII. |
| F4 | These securities are held of record by OrbiMed Genesis Master Fund, L.P. ("Genesis"). OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of Genesis. OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting and investment power over the securities held by Genesis and may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment 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 Genesis. |
| F5 | Each of the Reporting Person, OrbiMed Advisors, GP VII, and Genesis GP 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 his or its pecuniary interest therein, if any. This report on Form 4 shall not be deemed an admission that any of the reporting persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. |