| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CSTL | Common Stock | Award | +2.23K | 2.23K | Apr 26, 2022 | By Tobin W and Susan M Juvenal Family Revocable Trust | F1, F2, F3, F4 | |||
| holding | CSTL | Common Stock | 5.35K | Apr 26, 2022 | Direct | F5 |
| Id | Content |
|---|---|
| F1 | The reporting person acquired 2,230 shares of common stock on April 26, 2022, as consideration for the Reporting Person's equity securities of AltheaDx, Inc. ("AltheaDx"), which Castle Biosciences, Inc. ("Castle Biosciences") acquired by merger on April 26, 2022 (the "Merger") pursuant to an Agreement and Plan of Merger agreement dated April 4, 2022 (the "Merger Agreement"). Of the 2,230 shares issued to the Reporting Person in the Merger, 189 shares are currently being held in escrow and are subject to forfeiture for a specified period following the Merger to satisfy indemnification claims arising of Castle Biosciences, if any. |
| F2 | The Merger Agreement provides that the former securityholders of AltheaDx may receive additional consideration, payable 50% in cash and 50% in shares of common stock of Castle Biosciences, based on the achievement of certain commercial milestones with related dates or performance periods through December 31, 2024 (the "Milestone Payments"). The portion of the Milestone Payments payable in shares of common stock will be valued at the volume-weighted average price for the 20 trading days ending as of the applicable determination date. The number of shares issuable is subject to certain limitations set forth in the Merger Agreement. The Reporting Person's right to receive additional shares pursuant to this earn-out right became fixed and irrevocable on April 26, 2022, the effective date of the merger. |
| F3 | The number of shares issuable was determined pursuant to a formula set forth in the Merger Agreement, which provided that, for the purpose of determining the number of shares issuable, the shares of Castle Biosciences common stock would be valued at $42.54, which represents the volume weighted average share price of the stock for the 20 trading days immediately preceding the date of the Merger Agreement. |
| F4 | Held by Tobin W and Susan M Juvenal Family Revocable Trust of which the Reporting Person and his spouse are the trustees and the Reporting Person, his spouse and their children are the beneficiaries. |
| F5 | Includes 494 shares acquired on February 28, 2022, under the Issuer's employee stock purchase plan. |