Chele Chiavacci Farley - Sep 22, 2023 Form 4 Insider Report for CONDUIT PHARMACEUTICALS INC. (MURF)

Role: Director
Signature: /s/ Chele Chiavacci Farley
Stock symbol: MURF
Transactions as of: Sep 22, 2023
Transactions value $: $172,500
Form type: 4
Date filed: 9/26/2023, 05:49 PM
Previous filing: Feb 11, 2022
Next filing: Dec 5, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MURF	Common Stock, par value $0.0001 per share ("Shares")	Award		+15K			15K	Sep 22, 2023	Direct	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
transaction	MURF	Warrants	Award	$173K	+15K		$11.50	15K	Sep 22, 2023	Shares	15K	$11.50	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Includes 15,000 shares of common stock of the Company and 15,000 redeemable warrants that Murphy Canyon Acquisition Sponsor, LLC transferred to Ms. Farley in consideration for her acting as an independent director of the Company. Such Shares and warrants were transferred to Mr. Farley immediately after the closing of the business combination contemplated by the Agreement and Plan of Merger, dated as of November 8, 2022 and as amended on January 27, 2023 and May 11, 2023 (the "Merger Agreement"), by and among the Company, Conduit Pharmaceuticals Limited, a Cayman Islands exempted company ("Conduit") and Conduit Merger Sub, Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of MURF (the "Merger Sub"). As a result of, and upon consummation of the transactions contemplated by, the Merger Agreement, the Company changed its name from "Murphy Canyon Acquisition Corp." to "Conduit Pharmaceuticals Inc."
F2	The redeemable warrants become exercisable 30 days after the completion of the business combination contemplated by the Merger Agreement, which occurred on September 22, 2023. Accordingly, the redeemable warrants become exercisable on October 22, 2023 and expire on October 22, 2028.

Content

Includes 15,000 shares of common stock of the Company and 15,000 redeemable warrants that Murphy Canyon Acquisition Sponsor, LLC transferred to Ms. Farley in consideration for her acting as an independent director of the Company. Such Shares and warrants were transferred to Mr. Farley immediately after the closing of the business combination contemplated by the Agreement and Plan of Merger, dated as of November 8, 2022 and as amended on January 27, 2023 and May 11, 2023 (the "Merger Agreement"), by and among the Company, Conduit Pharmaceuticals Limited, a Cayman Islands exempted company ("Conduit") and Conduit Merger Sub, Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of MURF (the "Merger Sub"). As a result of, and upon consummation of the transactions contemplated by, the Merger Agreement, the Company changed its name from "Murphy Canyon Acquisition Corp." to "Conduit Pharmaceuticals Inc."

The redeemable warrants become exercisable 30 days after the completion of the business combination contemplated by the Merger Agreement, which occurred on September 22, 2023. Accordingly, the redeemable warrants become exercisable on October 22, 2023 and expire on October 22, 2028.