PERCEPTIVE ADVISORS LLC - 22 Jan 2025 Form 4 Insider Report for Adagio Medical Holdings, Inc. (ADGM)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
14 Feb 2025, 16:35:06 UTC
Prior SEC filing
14 Aug 2024
Next SEC filing
21 Feb 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Joseph Edelman - for Perceptive Advisors LLC, By: Joseph Edelman, its managing member

Key filing fact

PERCEPTIVE ADVISORS LLC filed Form 4 for Adagio Medical Holdings, Inc. (ADGM) on 14 Feb 2025.

Key facts

  • This page summarizes PERCEPTIVE ADVISORS LLC's Form 4 filing for Adagio Medical Holdings, Inc. (ADGM).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 14 Feb 2025, 16:35.

Change

  • Previous filing in this sequence was filed on 14 Aug 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

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

ADGM transaction

Common Stock

Award

Transaction value
Shares
+64,167
Change %
+0.67%
Price
Shares after
9,675,684
Date
22 Jan 2025
Ownership
Direct
Footnotes
F1, F2
ADGM holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
200,902
Date
22 Jan 2025
Ownership
See footnote
Footnotes
F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On January 22, 2025, the Reporting Persons were issued 64,167 shares of Common Stock of the Issuer at a price of $2.00 per share pursuant to the terms of the Convert Waiver, dated December 26, 2024, by and between the Issuer and the Reporting Persons in exchange for the waiver by the Reporting Persons of certain rights related to the Issuer's default under its Senior Secured Convertible Notes.

Footnote F2

The securities are directly held by Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of the Master Fund. Joseph Edelman ("Mr. Edelman") serves as the managing member of the Advisor. Each of Mr. Edelman and the Advisor disclaim, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of their indirect pecuniary interest therein, and this report shall not be deemed an admission that the Advisor or Mr. Edelman are beneficial owner of such securities for purposes of Section 16 or for any other purposes.

Footnote F3

Directly held by C2 Life Sciences LLC ("C2"). The Advisor serves as the investment manager to C2.

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