| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | LXRX | Common Stock | Options Exercise | +57.5M | +73.18% | 136M | May 10, 2024 | See Footnotes | F1, F2, F5, F6 | ||
| holding | LXRX | Common Stock | 3.52M | May 10, 2024 | See Footnotes | F3, F5, F6 | |||||
| holding | LXRX | Common Stock | 35.4M | May 10, 2024 | See Footnotes | F4, F5, F6 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | LXRX | Series A Convertible Preferred Stock | Award | $125M | +1.15M | $108.50* | 1.15M | May 10, 2024 | Common Stock | 57.5M | See Footnotes | F1, F2, F5, F6 | ||
| transaction | LXRX | Series A Convertible Preferred Stock | Options Exercise | $0 | -1.15M | -100% | $0.00* | 0 | May 10, 2024 | Common Stock | 57.5M | See Footnotes | F1, F2, F5, F6 |
| Id | Content |
|---|---|
| F1 | On March 13, 2024, Artal International S.C.A. acquired 1,150,922 shares of Series A convertible preferred stock, $0.01 par value per share (the "Preferred Stock") of the Issuer at a price of $108.50 per share. Each share of Preferred Stock would automatically convert into 50 shares of the Issuer's common stock, par value $0.001 per share (the "Common Stock") upon receipt of shareholder approval and the satisfaction of certain other conditions (the "Conditions"); however, absent the satisfaction of such conditions, the shares were not convertible and as such, the Preferred Stock was originally reported on Table I. On May 10, 2024, all Conditions were met, and the 1,150,922 shares of Preferred Stock became derivative securities and automatically converted into 57,546,100 shares of Issuer Common Stock. |
| F2 | These securities are directly held by Artal International S.C.A. |
| F3 | These securities are directly held by Invus Public Equities, L.P. |
| F4 | These securities are directly held by Invus, L.P. |
| F5 | Invus Public Equities Advisors, LLC is the general partner of Invus Public Equities, L.P., and Invus Advisors, L.L.C. is the general partner of Invus, L.P. The Geneva branch of Artal International S.C.A. is the managing member of Invus Public Equities Advisors, LLC. Artal International S.C.A. is the managing member of Invus Advisors, L.L.C. The managing partner of Artal International S.C.A. is Artal International Management S.A. The sole stockholder of Artal International Management S.A. is Artal Group S.A. The parent company of Artal Group S.A. is Westend S.A. The majority stockholder of Westend S.A. is Stichting Administratiekantoor Westend (the "Stichting"). Mr. Amaury Wittouck is the sole member of the board of the Stichting. |
| F6 | Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose. |
Invus US Partners LLC directly holds 5,451,204 shares of Common Stock, which securities are reported on a separate Form 4. For purposes of Section 16 of the Exchange Act, the Reporting Persons may be deemed to be directors by deputization of the Issuer by virtue of Invus, L.P.'s right to designate certain members of the Issuer's board of directors pursuant to a stockholders' agreement between the Issuer and Invus, L.P.