Sandra Horning - Nov 9, 2023 Form 4 Insider Report for Revolution Medicines, Inc. (RVMD)

Role: Director
Signature: /s/ Jack Anders, as Attorney-in-fact for Sandra Horning
Stock symbol: RVMD
Transactions as of: Nov 9, 2023
Transactions value $: $0
Form type: 4
Date filed: 11/14/2023, 08:15 PM
Previous filing: Jun 21, 2023
Next filing: May 7, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RVMD	Common Stock	Award		+52.3K			52.3K	Nov 9, 2023	Direct	F1
transaction	RVMD	Common Stock	Award		+27.7K	+52.97%		80K	Nov 9, 2023	Direct	F2
transaction	RVMD	Common Stock	Award	$0	+10.5K	+13.13%	$0.00	90.5K	Nov 9, 2023	Direct	F3

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	RVMD	Earn-out Shares	Award		+10.7K			10.7K	Nov 9, 2023	Common Stock	10.7K		Direct	F4
transaction	RVMD	Stock Option (Right to Buy)	Award	$0	+36.8K		$0.00	36.8K	Nov 9, 2023	Common Stock	36.8K	$20.02	Direct	F5

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

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger, dated as of July 31, 2023 (the "Merger Agreement"), at the effective time of the first merger contemplated by the Merger Agreement (the "Effective Time"), each share of common stock of EQRx, Inc. outstanding immediately prior to the Effective Time was converted into 0.1112 shares of common stock of Revolution Medicines, Inc. (the "Company"). The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
F2	Pursuant to the Merger Agreement, at the Effective Time, a stock option to purchase shares of EQRx, Inc. common stock that was outstanding immediately prior to the Effective Time was cancelled and converted automatically into the right to receive 27,696 shares of the Company's common stock. The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
F3	Includes 10,500 restricted stock units.
F4	Pursuant to the terms of the Agreement and Plan of Merger dated August 5, 2021, by and among the EQRx, Inc. (f/k/a CM Life Sciences III Inc.), Clover III Merger Sub Inc. and EQRx International, Inc. (f/k/a EQRx, Inc.), the reporting person was allocated the right to acquire an aggregate of 95,784 shares of common stock of EQRx, Inc. (the "Earn-out Shares"). At the Effective Time, each outstanding Earn-out Share was converted into a number of shares of the Company's common stock equal to the product of the number of Earn-out Shares and 0.1112, or in the case of the reporting person 10,651 Earn-out Shares. The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder. The reporting person has signed a waiver and release waiving her interests in the Earn-out Shares.
F5	The option becomes exercisable as it vests and the shares subject to the option vest with respect to 1/36 of the shares subject thereto on each monthly anniversary of November 8, 2023, subject to the reporting person's continued employment or service relationship with the Company on each such vesting date.