Rajeev M. Shah - May 16, 2023 Form 4 Insider Report for Black Diamond Therapeutics, Inc. (BDTX)

Role
Director
Signature
/s/ Rajeev Shah, individually
Stock symbol
BDTX
Transactions as of
May 16, 2023
Transactions value $
$0
Form type
4
Date filed
5/17/2023, 09:10 PM
Previous filing
Jun 13, 2022
Next filing
Jun 8, 2023

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
transaction BDTX Stock Option (Right to Buy) Award $0 +16.5K $0.00 16.5K May 16, 2023 Common Stock 16.5K $1.82 See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares subject to this option shall vest and become exercisable in full upon the earlier to occur of (i) May 16, 2024 or (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continued service on such vesting date.
F2 RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund, L.P. (the "Nexus Fund"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.
F3 The option was awarded to Mr. Rajeev Shah in connection with his service as a director of the Issuer. Mr. Shah is a Managing Partner of the Adviser. and, under his arrangement with the Adviser, Mr. Shah holds the option for the benefit of the Fund and the Nexus Fund. Mr. Shah is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and Nexus Fund to the Adviser. The Reporting Person therefore disclaims beneficial ownership of the option and underlying common stock.

Remarks:

Mr. Rajeev Shah, a Managing Partner of the Adviser, serves on the Issuer's board of directors.