Hakon Bergheim - Jul 31, 2024 Form 4 Insider Report for Adagio Medical Holdings, Inc. (ADGM)

Role: Chief Operating Officer
Signature: /s/ John Dahldorf, Attorney-in-Fact
Stock symbol: ADGM
Transactions as of: Jul 31, 2024
Transactions value $: $0
Form type: 4
Date filed: 8/2/2024, 08:00 AM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ADGM	Common Stock	Other		+7.54K			7.54K	Jul 31, 2024	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	ADGM	Stock Option (Right to Buy)	Award		+1K			1K	Jul 31, 2024	Common Stock	1K	$9.78	Direct	F2, F3

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

Explanation of Responses:

Id	Content
F1	Pursuant to the business combination (the "Business Combination") contemplated by the Business Combination Agreement (the "BCA"), dated February 13, 2024, as amended, by and among Adagio Medical Holdings, Inc. (formerly known as Aja Holdco Inc., "New Adagio" and following the completion of the Business Combination, the "Issuer"), ARYA Sciences Acquisition Corp IV, Adagio Medical, Inc. ("Adagio") and certain other parties thereto, as described in the Registration Statement on Form S-4 (File No. 333-278811) filed with the U.S. Securities and Exchange Commission ("SEC") and declared effective on July 12, 2024, acquired by the reporting person in exchange for the shares of Adagio common stock held by the reporting person prior to the completion of the Business Combination.
F2	Pursuant to the BCA, upon the consummation of the Business Combination, the In-the-Money Options (as defined in the BCA) held by the reporting person prior to the completion of the Business Combination were canceled and extinguished in exchange for options to purchase shares of New Adagio Common Stock.
F3	The options are fully vested; provided, however, that the reporting person may not exercise any of the options until a registration statement on Form S-8 covering the issuance of the options is filed by the Issuer with the SEC and declared effective.