James E. Flynn - 27 Jan 2025 Form 4 Insider Report for Acutus Medical, Inc. (AFIB)

Footnote F1

Represents shares of the Issuer's Class A Common Stock previously issued upon settlement of certain restricted stock units ("RSUs") held by Andrew ElBardissi.

Footnote F2

Andrew ElBardissi, a partner in Deerfield Management Company, L.P. ("Deerfield Management"), serves as a director of the Issuer. The Class A Common Stock held by Mr. ElBardissi and reported herein are held for the benefit, and at the direction, of Deerfield Management.

Footnote F3

This Form 4 is being filed by the undersigned as well as the entity listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). James E. Flynn is the sole member of the general partner of Deerfield Management. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Footnote F4

Deerfield Management is the investment manager of Deerfield Partners, L.P. and Deerfield Private Design Fund III, L.P.

Footnote F5

Each warrant was terminated by mutual agreement of the Reporting Persons and the Issuer. The Reporting Persons received in the aggregate $250,000 as consideration for such termination.

Footnote F6

Each share of Series A Common Equivalent Preferred Stock is convertible at any time into 1,000 shares of Common Stock, subject to a beneficial ownership limitation. The ability of a holder to convert Series A Common Equivalent Preferred Stock into Class A Common Stock is prohibited to the extent that, upon such conversion, such holder, its affiliates and other persons whose ownership of Class A Common Stock would be aggregated with that of such holder for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, would exceed 4.9% of the total number of shares of Class A Common Stock then outstanding.

Footnote F7

Prior to cancellation, each warrant was fully exercisable.