| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | RCKT | Common Stock | Sale | -$29M | -725K | -4.48% | $40.03 | 15.5M | May 11, 2021 | By RTW | F1, F2 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | RCKT | Equity Swap (Obligation to Buy) 1) | Other | +1 | +0% | 1M | May 11, 2021 | Common Stock | 1M | $40.03 | By RTW | F2, F3 |
| Id | Content |
|---|---|
| F1 | This Form 4 is being filed in connection with the sale of the Issuer's Common Stock by an investment fund managed by RTW Investments, LP ("RTW") and the equity swap transactions described below entered into by another investment fund managed by RTW, to increase the funds' aggregate economic exposure to the Issuer and rebalance holdings between the funds. As a result of these transactions, the aggregate pecuniary interest of the funds has increased by 275,000 shares. |
| F2 | The securities reported herein may be deemed beneficially owned by each of: (i) RTW, which is deemed the beneficial owner of shares held by RTW Master Fund, Ltd., RTW Innovation Master Fund, Ltd. and RTW Venture Fund Limited, which are investment funds managed by RTW, (ii) Roderick Wong, M.D., who serves as the Managing Partner and Chief Investment Officer of RTW and who is a director of the Issuer and Chairman of the Issuer's Board of Directors, and (iii) Naveen Yalamanchi, M.D., who serves as a Partner and Portfolio Manager of RTW and who is a director of the Issuer. Dr. Wong exercises voting and dispositive control over the securities held by RTW and is therefore deemed be the beneficial owner of securities owned or controlled by RTW. |
| F3 | On May 11, 2021, an investment fund managed by RTW entered into an equity swap agreement with a third party. The reported equity swaps were on 1,000,000 shares of Common Stock of the Issuer. Under the equity swap, the fund will be obligated to pay to the third party any depreciation of the reference shares between the trade date and maturity, plus an accruing funding charge, and the third party will be obligated to pay to the fund any appreciation of the reference shares between the trade date and maturity, minus an accruing funding charge. The equity swaps expire on September 16, 2024, subject to extension. |