| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | IGMS | Common Stock | Award | $0 | +554 | +0.2% | $0.00 | 273K | Mar 31, 2023 | See Footnotes | F1, F2, F3, F4, F5, F6, F7, F8, F9 |
| transaction | IGMS | Common Stock | Award | $0 | +554 | +0.02% | $0.00 | 2.9M | Mar 31, 2023 | See Footnotes | F1, F2, F3, F5, F6, F7, F8, F9, F10 |
| Id | Content |
|---|---|
| F1 | 554 restricted stock units (each, an "RSU") of IGM Biosciences, Inc. (the "Issuer") issued to Felix J. Baker, a managing member of Baker Bros. Advisors (GP) LLC (the "Adviser GP") pursuant to the Issuer's Outside Director Compensation Policy (the "Stock Incentive Plan") in lieu of director retainer fees of $11,250. The RSUs are fully vested. Felix J. Baker serves on the Issuer's board of directors (the "Board") as a representative of 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds"). |
| F2 | Pursuant to the policies of Baker Bros. Advisors LP (the "Adviser"), Felix J. Baker does not have any right to any of the Issuer's securities issued as part of his service on the Board and Dr. Kelvin M. Neu, a former employee of the Adviser, does not have any right to any of the Issuer's securities issued as part of his previous service on the Board as the Funds are entitled to receive an indirect pecuniary interest in the securities issued. The Funds each own an indirect proportionate pecuniary interest in the common stock of the Issuer ("Common Stock"). |
| F3 | Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the shares of Common Stock issued in lieu of director retainer fees, the non-qualified stock options ("Stock Options"), Common Stock issued upon exercise of Stock Options, RSUs and Common Stock received upon vesting of RSUs (ie. no direct pecuniary interest). |
| F4 | After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I directly held by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667. |
| F5 | Includes beneficial ownership of 892 shares of Common Stock previously issued to Dr. Neu pursuant to the Stock Incentive Plan in lieu of director retainer fees and 11,210 shares of Common Stock received previously from the exercise of 11,210 Stock Options that were issued to Dr. Neu in his previous capacity as a director of the Issuer, of which the Funds may be deemed to own a portion. |
| F6 | The Adviser serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held by the Funds. The Adviser GP is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held by the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held by the Funds. |
| F7 | Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose. |
| F8 | The disclosure of the grant of RSUs reported on this form is a single grant of 554 RSUs on Table I. The 554 RSUs are reported for each of the Funds as each has an indirect pecuniary interest in such securities. |
| F9 | Pursuant to agreements between Felix J. Baker and the Adviser and the policies of the Adviser, the Adviser has voting and dispositive power over the Common Stock received in lieu of director retainer fees, Stock Options, RSUs and any Common Stock received as a result of the exercise of Stock Options or vesting of RSUs. |
| F10 | After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences. |
Felix J. Baker, a managing member of Baker Bros. Advisors (GP) LLC (the "Adviser GP"), is a director of IGM Biosciences, Inc. (the "Issuer"). By virtue of their representation on the Board of Directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed directors by deputization of the Issuer.