GILEAD SCIENCES, INC. - 08 Aug 2025 Form 4 Insider Report for ASSEMBLY BIOSCIENCES, INC. (ASMB)

Role
10%+ Owner
Signature
Gilead Sciences, Inc. By: /s/ Andrew D. Dickinson
Issuer symbol
ASMB
Transactions as of
08 Aug 2025
Net transactions value
$0
Form type
4
Filing time
03 Oct 2025, 16:30:21 UTC
Previous filing
06 Jun 2025
Next filing
01 Dec 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
GILEAD SCIENCES, INC. 10%+ Owner 333 LAKESIDE DRIVE, FOSTER CITY Gilead Sciences, Inc. By: /s/ Andrew D. Dickinson 03 Oct 2025 0000882095

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ASMB Common Stock Purchase +2,295,920 +104% 4,505,391 08 Aug 2025 Direct F1

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 ASMB Class A warrants to purchase Common Stock Purchase +1,147,960 1,147,960 08 Aug 2025 Common Stock 1,147,960 $21.60 Direct F1, F2
transaction ASMB Class B warrants to purchase Common Stock Purchase +1,147,960 1,147,960 08 Aug 2025 Common Stock 1,147,960 $21.60 Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to a securities purchase agreement between the Issuer and the Reporting Person, the Issuer issued and sold to the Reporting Person in a private placement 2,295,920 shares of the Issuer's common stock, par value $0.001 per share ("Common Stock"), Class A warrants to purchase 1,147,960 shares of Common Stock (the "Class A Warrants"), and Class B warrants to purchase 1,147,960 shares of Common Stock (the "Class B Warrants"), at a combined price of $19.60 per share of Common Stock and accompanying one half of one Class A Warrant and one half of one Class B Warrant.
F2 The Class A Warrants are exercisable at any time after the date of issuance and expire on the earlier of (i) five years from the date of issuance, or August 11, 2030, and (ii) the date that is 30 days after the public announcement that the Issuer has completed enrollment (of at least 200 patients total) for its Phase 2 clinical study evaluating ABI-5366 vs. valacyclovir. A holder of the Class A Warrants may not exercise the Class A Warrants if the holder, together with its affiliates, would beneficially own more than 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise.
F3 The Class B Warrants are exercisable at any time after November 15, 2026 and expire on December 31, 2026, provided that the Class B Warrants will automatically terminate in full and be extinguished and will no longer be exercisable in the event that the Issuer publicly announces prior to November 15, 2026 that the Issuer has received at least $75 million in the aggregate of non-dilutive capital in connection with a collaboration agreement. A holder of the Class B Warrants may not exercise the Class B Warrants if the holder, together with its affiliates, would beneficially own more than 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise.