| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NLTX | Non-Qualified Stock Option (right to buy) | Award | $0 | +25K | $0.00 | 25K | Jun 8, 2023 | Common Stock | 25K | $0.79 | See Footnotes | F1, F2, F3, F4, F5, F6, F7 | |
| transaction | NLTX | Non-Qualified Stock Option (right to buy) | Award | $0 | +25K | $0.00 | 25K | Jun 8, 2023 | Common Stock | 25K | $0.79 | See Footnotes | F1, F3, F4, F5, F6, F7, F8 |
| Id | Content |
|---|---|
| F1 | Includes 25,000 non-qualified stock options ("Stock Options") exercisable solely into common stock ("Common Stock") of Neoleukin Therapeutics, Inc. (the "Issuer") granted by the Issuer to M. Cantey Boyd, a full-time employee of Baker Bros. Advisors LP (the "Adviser") on June 8, 2023, in her capacity as director of the Issuer, pursuant to the Issuer's 2014 Equity Incentive Plan (the "Incentive Plan"). The Stock Options have a strike price of $0.79 and vest in 12 equal monthly installments beginning on July 8, 2023, subject to M. Cantey Boyd's continued service on the board of directors of the Issuer (the "Board") and expire on June 7, 2033. M. Cantey Boyd serves on the Board as a representative of Baker Brothers Life Sciences, L.P. ("Life Sciences") and 667, L.P. ("667", and together with Life Sciences, the "Funds") and their affiliates. |
| F2 | 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 the Stock Options reported in column 9 of Table II held for the benefit of 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. |
| F3 | Pursuant to the policies of the Adviser, M. Cantey Boyd does not have a right to any of the Issuer's securities issued as compensation for her service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in the securities. The Funds each own an indirect proportionate pecuniary interest in the Stock Options. 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 Stock Options and any Common Stock acquired upon the exercise of Stock Options (i.e. no direct pecuniary interest). |
| F4 | 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 directly by the Funds or for the benefit of 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 directly by the Funds or for the benefit of the Funds. The general partners of the Funds have relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. |
| F5 | Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds or for the benefit of 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. |
| F6 | Pursuant to agreements between M. Cantey Boyd and the Adviser and the policies of the Adviser, the Adviser has voting and dispositive power over the Stock Options and any Common Stock acquired as a result of the exercise of the Stock Options. |
| F7 | The acquisition of Stock Options reported on this form represents a single grant to M. Cantey Boyd of 25,000 Stock Options on Table II. This grant of 25,000 Stock Options for M. Cantey Boyd is reported for each of the Funds as each has an indirect pecuniary interest in such securities. |
| F8 | 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 the Stock Options reported in column 9 of Table II held for the benefit of 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. |
M. Cantey Boyd, a full-time employee of Baker Bros. Advisors LP is a director of Neoleukin Therapeutics, Inc. (the "Issuer"). For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed directors by deputization by virtue of their representation on the board of directors of the Issuer.