Perceptive Advisors Llc - Feb 15, 2024 Form 4 Insider Report for LianBio (LIAN)

Role: Director, 10%+ Owner
Signature: /s/ Joseph Edelman - for Perceptive Advisors LLC, By: Joseph Edelman, its managing member
Stock symbol: LIAN
Transactions as of: Feb 15, 2024
Transactions value $: -$3
Form type: 4
Date filed: 2/20/2024, 05:25 PM
Previous filing: Feb 5, 2024
Next filing: Feb 21, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LIAN	Ordinary Shares	Options Exercise	$91.5K	+36.3K		$2.52	36.3K	Feb 15, 2024	See footnote	F1
transaction	LIAN	Ordinary Shares	Tax liability	-$91.5K	-19.2K	-52.94%	$4.76	17.1K	Feb 15, 2024	See footnote	F1
transaction	LIAN	Ordinary Shares	Options Exercise	$91.5K	+36.3K		$2.52	36.3K	Feb 15, 2024	See footnote	F2
transaction	LIAN	Ordinary Shares	Tax liability	-$91.5K	-19.2K	-52.94%	$4.76	17.1K	Feb 15, 2024	See footnote	F2
holding	LIAN	American Depository Shares						3.73M	Feb 15, 2024	See footnote	F3, F4
holding	LIAN	Ordinary Shares						25.4M	Feb 15, 2024	See footnote	F4
holding	LIAN	Ordinary Shares						21.7M	Feb 15, 2024	See footnote	F5
holding	LIAN	Ordinary Shares						4.33M	Feb 15, 2024	See footnote	F6
holding	LIAN	Ordinary Shares						2.48M	Feb 15, 2024	See footnote	F7

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
transaction	LIAN	Stock Option (Right to Buy)	Options Exercise	$0	-36.3K	-100%	$0.00^*	0	Feb 15, 2024	Ordinary Shares	36.3K	$2.52	See Footnote	F1
transaction	LIAN	Stock Option (Right to Buy)	Options Exercise	$0	-36.3K	-100%	$0.00^*	0	Feb 15, 2024	Ordinary Shares	36.3K	$2.52	See Footnotes	F2

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

Explanation of Responses:

Id	Content
F1	Represents securities held by Adam Stone. Mr. Stone is the Chief Investment Officer of Perceptive Advisors, LLC (the "Advisor"). The Advisor may be deemed to have an indirect pecuniary interest in the securities of the Issuer reported herein because the Advisor has the right to receive the director compensation provided in respect of Mr. Stone's board service through a partial management fee offset.
F2	Represents securities held by Konstanin Poukalov. Mr. Poukalov is affiliated with the Advisor. The Advisor may be deemed to have an indirect pecuniary interest in the securities of the Issuer reported herein because the Advisor has the right to receive the director compensation provided in respect of Mr. Poukalov's board service through a partial management fee offset.
F3	Each American Depositary Share represents one Ordinary Share of the Issuer.
F4	The securities are directly held by Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund"). The Advisor serves as the investment advisor to the Master Fund. Joseph Edelman is the managing member of the Advisor. The Advisor and Mr. Edelman disclaim, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his or its indirect pecuniary interest therein, and this report shall not be deemed an admission that they are the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
F5	The securities are directly held by LEV LB Holdings, LP ("LEV LB"). LEV LB Holdings GP, LLC ("LEV LB LLC") is the manager of LEV LB. Mr. Edelman is the sole member of LEV LB LLC. LEV LB LLC and Mr. Edelman disclaim, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his or its indirect pecuniary interest therein, and this report shall not be deemed an admission that they are the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
F6	The securities are directly held by Perceptive Xontogeny Venture Fund, LP ("Perceptive Xontogeny"). Perceptive Venture Advisors, LLC (the "Venture Advisor") serves as the investment advisor to Perceptive Xontogeny and is an affiliate of the Advisor. Joseph Edelman is the managing member of the Advisor. The Venture Advisor, the Advisor and Mr. Edelman disclaim, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his or its indirect pecuniary interest therein, and this report shall not be deemed an admission that they are the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
F7	The securities are directly held by C2 Life Sciences LLC ("C2 Life"). The Advisor serves as the investment advisor to C2 Life. Joseph Edelman is the managing member of the Advisor. The Advisor and Mr. Edelman disclaim, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his or its indirect pecuniary interest therein, and this report shall not be deemed an admission that they are the beneficial owner of such securities for purposes of Section 16 or for any other purposes.