| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | ADGM | Common stock | 3.5M | Jul 31, 2024 | Direct | F1, F2, F3 |
| Id | Content |
|---|---|
| F1 | These securities were issued pursuant to the Business Combination Agreement, dated February 13, 2024, as amended by the Consent and Amendment No. 1 to Business Combination Agreement, dated as of June 25, 2024, by and among ARYA Sciences Acquisition Corp IV ("ARYA"), Adagio Medical Holdings, Inc. (f/k/a/ Aja HoldCo, Inc,) (the "Issuer"), Aja Merger Sub 1, Aja Merger Sub 2, Inc. and Adagio Medical, Inc. ("Adagio") (the "Business Combination Agreement" and the transactions contemplated thereby, the "Business Combination"). |
| F2 | (Footnote 1 Continued) 1,147,500 shares of common stock, par value $0.0001 per share (the "Common Stock"), of the Issuer reported herein are subject to share price trigger vesting and will vest if, prior to the tenth anniversary of the closing of the Business Combination (the "Closing"), the post-Closing share price of Common Stock equals or exceeds $24.00 per share for any 20 trading days within any 30 trading day period. |
| F3 | The reported securities are directly held by ARYA Sciences Holdings IV (the "Sponsor"). The Sponsor is governed by a board of directors consisting of two directors, Adam Stone and Michael Altman. As such, Messrs. Stone and Altman have voting and investment discretion with respect to the shares of Common Stock held of record by the Sponsor and may be deemed to have shared beneficial ownership of the shares of Common Stock held directly by the Sponsor. |