| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NLTX | Common Stock | Exercise of in-the-money or at-the-money derivative security | +57K | +57.73% | 156K | Oct 5, 2023 | See Footnotes | F2, F4, F5, F6, F7 | ||
| transaction | NLTX | Common Stock | Exercise of in-the-money or at-the-money derivative security | +536K | +47.71% | 1.66M | Oct 5, 2023 | See Footnotes | F2, F4, F5, F6, F8 | ||
| holding | NLTX | Common Stock | 452 | Oct 5, 2023 | Direct | F1, F2 | |||||
| holding | NLTX | Common Stock | 452 | Oct 5, 2023 | Direct | F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NLTX | Pre-funded Warrants | Exercise of in-the-money or at-the-money derivative security | $0 | -57K | -23.79% | $0.00 | 183K | Oct 5, 2023 | Common Stock | 57K | $0.00 | See Footnotes | F2, F4, F5, F6, F9, F10 |
| transaction | NLTX | Pre-funded Warrants | Exercise of in-the-money or at-the-money derivative security | $0 | -536K | -26.04% | $0.00 | 1.52M | Oct 5, 2023 | Common Stock | 536K | $0.00 | See Footnotes | F2, F4, F5, F6, F9, F11 |
| Id | Content |
|---|---|
| F1 | Common stock ("Common Stock") of Neoleukin Therapeutics, Inc. (the "Issuer") held directly by Felix J. Baker received from in-kind pro rata distributions without consideration. |
| F2 | Reflects a 1-for-5 reverse stock split of the Common Stock effected by the Issuer on September 25, 2023. |
| F3 | Common Stock held directly by Julian C. Baker received from in-kind pro rata distributions without consideration. |
| F4 | On October 5, 2023, 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") exercised prefunded warrants with an exercise price of $0.000005 per share ("Prefunded Warrants") to purchase 57,049 and 535,601 shares, respectively. The Prefunded Warrants have no expiration date and are exercisable immediately on a 1-for-1 basis into Common Stock. |
| F5 | Baker Bros. Advisors LP (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. Baker Bros. Advisors (GP) LLC (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. 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. |
| F6 | 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. |
| F7 | After giving effect to the transactions 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. |
| F8 | After giving effect to the transactions 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. |
| F9 | Pursuant to Instruction 4(c)(iii), this response has been left blank. |
| F10 | After giving effect to the transactions 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 securities reported in column 9 of Table II 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. |
| F11 | After giving effect to the transactions 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 securities reported in column 9 of Table II 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. |
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. On September 25, 2023, the Issuer effected at 1-for-5 reverse stock split of its Common Stock.