Tammy Furlong - 23 Jul 2025 Form 4 Insider Report for Elevation Oncology, Inc. (ELEV)

Role
CHIEF FINANCIAL OFFICER
Signature
/s/ Robert Yang, Attorney-in-Fact
Issuer symbol
ELEV
Transactions as of
23 Jul 2025
Net transactions value
-$13,665
Form type
4
Filing time
24 Jul 2025, 16:10:07 UTC
Previous filing
19 May 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Furlong Tammy CHIEF FINANCIAL OFFICER C/O ELEVATION ONCOLOGY, INC., 101 FEDERAL STREET, SUITE 1900, BOSTON /s/ Robert Yang, Attorney-in-Fact 24 Jul 2025 0001984204

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ELEV Common Stock Disposition pursuant to a tender of shares in a change of control transaction $13,665 -37,957 -100% $0.3600 0 23 Jul 2025 Direct F1, F2

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 ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -79,327 -100% $0.000000 0 23 Jul 2025 Common Stock 79,327 $3.09 Direct F3
transaction ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -79,327 -100% $0.000000 0 23 Jul 2025 Common Stock 79,327 $3.09 Direct F3
transaction ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -35,000 -100% $0.000000 0 23 Jul 2025 Common Stock 35,000 $3.31 Direct F3
transaction ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -52,500 -100% $0.000000 0 23 Jul 2025 Common Stock 52,500 $0.7500 Direct F3
transaction ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -28,800 -100% $0.000000 0 23 Jul 2025 Common Stock 28,800 $0.9800 Direct F3
transaction ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -53,433 -100% $0.000000 0 23 Jul 2025 Common Stock 53,433 $1.51 Direct F3
transaction ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -225,000 -100% $0.000000 0 23 Jul 2025 Common Stock 225,000 $2.77 Direct F3
transaction ELEV Stock Option (Right to Buy) Disposed to Issuer $0 -275,000 -100% $0.000000 0 23 Jul 2025 Common Stock 275,000 $0.6717 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Tammy Furlong is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 8, 2025, by and among Elevation Oncology, Inc. (the "Issuer"), Concentra Biosciences, LLC ("Parent") and Concentra Merger Sub VI, Inc., a wholly owned subsidiary of Parent ("Merger Sub"). On July 23, 2025, Parent and Merger Sub completed a tender offer pursuant to the terms of the Merger Agreement for all outstanding shares of common stock of the Issuer (each, a "Share") for an offer price of (i) $0.36 per Share in cash (the "Cash Amount"), and (ii) one non-transferable contractual contingent value right (each, a "CVR"), subject to and in accordance with the terms of the Contingent Value Rights Agreement (the "CVR Agreement"), in each case, without interest, and subject to any applicable withholding taxes (the Cash Amount plus one CVR, collectively, the "Offer Price"). [continues to Footnote 2]
F2 [continues from Footnote 1] Merger Sub thereafter merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger, each issued and outstanding Share (other than any Excluded Shares (as such term is defined in the Merger Agreement)) was cancelled in exchange for the right to receive the Offer Price.
F3 As of immediately prior to and conditioned upon the effective time of the Merger, pursuant to the Merger Agreement, each outstanding option to purchase Shares (each, an "Option") became fully vested and exercisable, and to the extent not exercised prior to the effective time of the Merger, was cancelled and converted into the right to receive (a) an amount in cash (without interest and subject to deduction for any required withholding tax) equal to the product of (1) the excess, if any, of the Cash Amount over the exercise price per share of each such Option and (2) the number of Shares underlying such Option immediately prior to the effective time of the Merger and (b) one CVR in respect of each Share underlying such Option; provided, however, that if the exercise price per Share of any Option was equal to or greater than the Cash Amount that was then outstanding, it was cancelled for no consideration.