Takeda Pharmaceutical Co Ltd - May 3, 2022 Form 3/A - Amendment Insider Report for HilleVax, Inc. (HLVX)

Role
10%+ Owner
Signature
/s/ Yoshihiro Nakagawa, Global General Counsel of Takeda Pharmaceutical Company Limited
Stock symbol
HLVX
Transactions as of
May 3, 2022
Transactions value $
$0
Form type
3/A - Amendment
Date filed
5/9/2022, 06:10 AM
Date Of Original Report
Apr 29, 2022
Previous filing
Apr 29, 2022
Next filing
Jul 6, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding HLVX Common Stock 841K May 3, 2022 See Explanation of Responses 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
holding HLVX Warrant (Right to Buy) May 3, 2022 Common Stock 5.88M $0.00 See Explanation of Responses F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Takeda Pharmaceutical Company Limited's beneficial ownership of the reported securities is comprised of 840,500 shares of Common Stock and a Warrant to purchase 5,883,500 shares of Common Stock; each held by Takeda Vaccines, Inc., an indirect wholly-owned subsidiary of Takeda Pharmaceutical Company Limited. Takeda Vaccines, Inc. is owned directly by Takeda Pharmaceuticals U.S.A., Inc., which is owned directly by both Takeda Pharmaceutical Company Limited (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly-owned direct subsidiary of Takeda Pharmaceutical Company Limited.
F2 Exercise price is $0.0000595 following April 22, 2022 1.681-for-1 forward stock split of the Issuer's common stock.

Remarks:

This amendment is being filed to correct the reporting person's initial Form 3 filed on April 29, 2022 to reflect (a) a 1.681-for-1 forward stock split of the Issuer's common stock effected on April 22, 2022 which resulted in (i) an increase in the reporting persons ownership of (x) common stock from 500,000 to 840,500 and (y) warrants from 3,500,000 to 5,883,500 and (ii) the exercise price of the warrants changing from $0.0001 to $0.0000595 and (b) a correction to the date on which the Warrant is exercisable, from April 28, 2022 to May 3, 2022, the latter reflecting the date on which the Issuer's initial public offering was consummated and the date on which the Warrant to purchase 5,883,500 shares of Common Stock became exercisable.