Kelly Deck - 30 May 2024 Form 4 Insider Report for Inhibrx, Inc.

Footnote F1

Under the Agreement and Plan of Merger, dated January 22, 2024 (the "Merger Agreement"), by and among Inhibrx, Inc. (the "Issuer"), Aventis Inc., a Pennsylvania corporation ("Parent") and wholly owned subsidiary of Sanofi, and Art Acquisition Sub, Inc., a Delaware corporation ("Merger Sub") and wholly owned subsidiary of Parent, following satisfaction or waiver of the closing conditions set forth in the Merger Agreement, on May 30, 2024, Merger Sub merged with and into the Issuer with the Issuer surviving as the surviving company (the "Merger").

Footnote F2

Twenty-five percent (25%) of the total shares subject to the stock option became exercisable on January 11, 2023, with the balance to vest and become exercisable in equal successive monthly installments for thirty-six (36) months thereafter.

Footnote F3

This stock option was canceled in the Merger and converted into the right to receive the contingent payment described in the following sentence. If certain regulatory milestones is achieved, the cash amount to be paid in respect of each stock option will be equal to (x) $35.00 (representing the sum of an amount in cash equal to $30.000, without interest thereon (the "Closing Amount") and the right to receive a contingent payment of $5.00, without interest thereon, in cash of $5.00) minus (y) the stock option exercise price per share, subject to applicable tax withholding.

Footnote F4

Twenty-five percent (25%) of the total shares subject to the stock option became exercisable on January 15, 2022, with the balance to vest and become exercisable in equal successive monthly installments for thirty-six (36) months thereafter.

Footnote F5

Twenty-five percent (25%) of the total shares subject to the stock option became exercisable on January 3, 2024, with the balance to vest and become exercisable in equal successive monthly installments for thirty-six (36) months thereafter.

Footnote F6

This stock option was cancelled in the Merger and converted into the right to receive (A) an amount in cash, without interest and less any applicable withholding taxes, equal to the product of (x) the total number of shares of the Issuer's common stock subject to such stock option immediately prior to the effective time, multiplied by (y) the excess of (I) Closing Amount over (II) the exercise price payable per share of the Issuer common stock under such stock option and (B) one (1) contractual contingent value right for each share of the Issuer common stock subject to such stock option.