Key facts
- This page summarizes Adam Leo Stone's Form 4 filing for ARYA Sciences Acquisition Corp IV.
- 3 reported transactions and 2 derivative rows are listed below.
- Accepted by SEC: 31 Jul 2024, 21:52.
Adam Leo Stone - 31 Jul 2024 Form 4 Insider Report for ARYA Sciences Acquisition Corp IV
- Reporting relationship
- Chief Executive Officer, Director, 10%+ Owner
- Issuer ticker
- N/A
- Reported as of
- 31 Jul 2024
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 31 Jul 2024, 21:52:23 UTC
- Prior SEC filing
- 13 Jun 2024
- Next SEC filing
- 13 Jun 2025
- Source filing
- View source filing
- Reporting owner signature
- /s/ Samuel M. Cohn, attorney-in-fact
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Adam Leo Stone filed Form 4 for ARYA Sciences Acquisition Corp IV on 31 Jul 2024.
Change
- Previous filing in this sequence was filed on 13 Jun 2024.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
ARYD
transaction
Class A ordinary shares
Disposed to Issuer
- Transaction value
- Shares
- -499,000
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 31 Jul 2024
- Ownership
- By ARYA Sciences Holdings IV
- Footnotes
- F1, F2, F4
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
ARYD
transaction
Derivative
Class B ordinary shares
Disposed to Issuer
- Transaction value
- Shares
- -1,000,000
- Change %
- -27%
- Price
- Shares after
- 2,647,500
- Date
- 31 Jul 2024
- Ownership
- By ARYA Sciences Holdings IV
- Underlying class
- Class A ordinary shares
- Underlying amount
- 1,000,000
- Exercise price
- Footnotes
- F3, F4
ARYD
transaction
Derivative
Class B ordinary shares
Disposed to Issuer
- Transaction value
- Shares
- -2,647,500
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 31 Jul 2024
- Ownership
- By ARYA Sciences Holdings IV
- Underlying class
- Class A ordinary shares
- Underlying amount
- 2,647,500
- Exercise price
- Footnotes
- F1, F2, F4
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
Adam Leo Stone is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 4 footnotes
Footnote F1
In connection with the Business Combination Agreement, dated February 13, 2024, by and among the Issuer, Adagio Medical Holdings, Inc. (f/k/a Aja HoldCo, Inc.) ("HoldCo"), Aja Merger Sub 1 ("Merger Sub 1"), Aja Merger Sub 2, Inc. ("Merger Sub 2") and Adagio Medical, Inc. ("Adagio") (the "Business Combination Agreement" and the transactions contemplated thereby, the "Business Combination"), Merger Sub merged with and into the Issuer and Merger Sub 2 merged with and into Adagio, with each of the Issuer and Adagio becoming a wholly owned subsidiary of HoldCo, and the Reporting Person's ordinary shares of the Issuer were automatically converted into shares of common stock of HoldCo, par value $0.0001 per share (the "New Adagio Common Stock"), on a one-for-one basis.
Footnote F2
(Footnote 1 Continued) 1,147,500 of such shares of New Adagio Common Stock will be subject to share trigger price vesting and will vest if, prior to the tenth anniversary of the Business Combination closing, the post-closing share price of HoldCo equals or exceeds $24.00 per share for any 20 trading days within any 30 trading day period.
Footnote F3
In connection with the execution of the Business Combination Agreement, the Reporting Person entered into that certain Sponsor Letter Agreement, dated as of February 13, 2024, by and among the Reporting Person, the Issuer, HoldCo, Adagio and certain other individuals (the "Sponsor Letter Agreement"). Pursuant to the Sponsor Letter Agreement, the Reporting Person agreed to forfeit 1,000,000 Class B ordinary shares at, and subject to, the closing of the Business Combination for no consideration.
Footnote F4
The shares are held by ARYA Sciences Holdings IV (the "Sponsor"). The Sponsor is governed by a board of directors consisting of two directors, Michael Altman and the Reporting Person. As such, Mr. Altman and the Reporting Person have voting and investment discretion with respect to the securities held of record by the Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by the Sponsor.