| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | IMNM | Common Stock | 122K | Oct 2, 2023 | Direct | F1 | |||||
| holding | IMNM | Common Stock | 2.71M | Oct 2, 2023 | See Footnotes | F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | IMNM | Stock Option (Right to Buy) | Oct 2, 2023 | Common Stock | 76.9K | $1.35 | Direct | F1, F4 |
| Id | Content |
|---|---|
| F1 | Mr. Barchas was appointed to the board of directors of the Issuer effective immediately after the Effective Time (as defined in the Merger Agreement). In connection with the Closing (as defined in the Agreement and Plan of Merger and Reorganization dated June 29, 2023 (the "Merger Agreement"), by and among the Issuer, Ibiza Merger Sub, Inc., and Morphimmune Inc.) and prior to Mr. Barchas being appointed to the board of directors of the Issuer, Mr. Barchas exchanged (i) his options to acquire shares of common stock of Morphimmune for options to acquire shares of the Issuer and (ii) his shares of common stock of Morphimmune for shares of the Issuer. |
| F2 | As of the date hereof, Arsenal Bridge Venture II, LLC ("ABV II"), Arsenal Bridge Venture II-B, LLC (ABV II-B), RBP Catalyst Fund, L.P. ("RBP Catalyst") and Research Bridge Partners, Inc. ("RBP" and collectively with ABV II, ABV II-B and RBP Catalyst, the "ABV Entities") own 1,471,613 shares of Issuer common stock, 942,768 shares of Issuer common stock, 176,267 shares of Issuer common stock and 121,680 shares of Issuer common stock, respectively, and such shares were acquired prior to Mr. Barchas joining the board of directors of the Issuer. Mr. Barchas was appointed as a member of the board of directors of the Issuer effective immediately after the Closing (as defined in the Merger Agreement). |
| F3 | Mr. Barchas (i) is a co-founder and holder of a power of attorney with the ability to exercise voting and investment power over the shares held by ABV II and ABV II-B, and (ii) as the Chief Executive Officer of RBP, which is the general partner of RBP Catalyst, exercises voting and investment power over the shares held by RBP and RBP Catalyst. Mr. Barchas disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest in such shares, if any. This report shall not be deemed an admission that Mr. Barchas is the beneficial owner of such shares. |
| F4 | In connection with the Closing (as defined in the Merger Agreement), all the shares underlying the option became fully vested and exercisable. |
On the basis of the relationship between Mr. Barchas and the ABV Entities, the ABV Entities may be subject to Section 16 of the Exchange Act with respect to the Issuer as so-called directors by deputization.