TGTX

SEC source: 0001104659-23-105389 · tm2327273-2_4seq1.xml · nonDerivative · entry 1

Echelard Yann · CIK 0001561958 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 221,848

F1 · shares: Reflects a grant of restricted shares that will vest on June 14, 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-105383 · tm2327273-1_4seq1.xml · nonDerivative · entry 1

Charney Laurence N · CIK 0001407451 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 254,729

F1 · shares: Reflects a grant of restricted shares that will vest on June 14, 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-091054 · tm2323684-1_4seq1.xml · nonDerivative · entry 1

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 12,073,021

F1 · price: Reflects the weighted average purchase price. The range of prices for the shares purchased was $10.11 to $10.17. The reporting person effected multiple same-way open market purchase transactions on the same day at different prices through a trade order executed by a broker-dealer. The reporting person reported on a single line all such transactions that occurred within a one-dollar price range. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a shareholder of the issuer, full information regarding the number of shares purchased at each separate price.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-074784 · tm2319687-1_4seq1.xml · nonDerivative · entry 1

Lonial Sagar · CIK 0001816609 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 93,878

F1 · shares: In connection with the vesting of 75,399 shares on June 22, 2023, these shares were sold by the Company's restricted stock administrator in order to satisfy Mr. Lonial's tax withholding obligations. Mr. Lonial had no discretion with respect to such sale, which was transacted automatically in accordance with the Company's corporate policies regarding the vesting of restricted stock.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-068182 · tm2317823-1_4seq1.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 654,836

F1 · shares: In connection with the vesting of 148,750 shares on May 31, 2023, these shares were sold by the Company's restricted stock administrator in order to satisfy Mr. Power's tax withholding obligations. Mr. Power had no discretion with respect to such sale, which was transacted automatically in accordance with the Company's corporate policies regarding the vesting of restricted stock.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-032338 · tm239588-2_4seq1.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 728,483

F1 · shares: Reflects a grant of restricted shares, of which 1/4 will vest on 1/1/2024, 1/4 will vest on 1/1/2025, 1/4 will vest on 1/1/2026, and 1/4 will vest on 1/1/2027.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-032337 · tm239588-1_4seq1.xml · nonDerivative · entry 1

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,973,021

F1 · shares: Reflects a grant of restricted shares, which will vest and become non-forfeitable based on the Company's total shareholder return relative to the Nasdaq Biotechnology Index over a one-year to five-year period, provided that the Reporting Person remains an employee, director and/or consultant of the Company through each vesting date.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-001901 · tm232483-2_4seq1.xml · nonDerivative · entry 1

Echelard Yann · CIK 0001561958 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 201,848

F1 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-23-001900 · tm232483-1_4seq1.xml · nonDerivative · entry 1

Charney Laurence N · CIK 0001407451 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 234,729

F1 · shares: In connection with the vesting of 100,878 shares on January 1, 2023, 30,000 shares were sold in order to cover the reporting person's income tax obligations.

F2 · price: Reflects the weighted average sale price. The range of prices for the shares sold was $10.91 to $11.38. The reporting person effected multiple same-way open market sale transactions on the same day at different prices through a trade order executed by a broker-dealer. The reporting person reported on a single line all such transactions that occurred within a one-dollar price range. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a shareholder of the issuer, full information regarding the number of shares sold at each separate price.

F3 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-22-082023 · tm2221660-5_4seq1.xml · nonDerivative · entry 1

Lonial Sagar · CIK 0001816609 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 128,732

F1 · shares: Reflects a grant of restricted shares that will vest on June 15, 2023.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-22-082027 · tm2221660-7_4seq1.xml · derivative · entry 1

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,900,000

Underlying: Common Stock, par value $0.001 · 1,900,000 shares

Expires 2027-07-20

F1 · derivative.exercise_date: Reflects a grant of options relating to 2021 service and performance, of which 1/3 will vest on 7/20/2024, 1/3 will vest on 7/20/2025, and 1/3 will vest on 7/20/2026.

SEC source: 0001104659-22-082024 · tm2221660-6_4seq1.xml · derivative · entry 2

Power Sean A · CIK 0001538845 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 200,000

Underlying: Common Stock, par value $0.001 · 200,000 shares

Expires 2027-07-20

F3 · derivative.exercise_date: Reflects a grant of options relating to 2021 service and performance, of which 1/2 will vest on 1/1/2024 and 1/2 will vest upon U.S. Food and Drug Administration approval of ublituximab as a treatment for patients with relapsing forms of multiple sclerosis.

SEC source: 0001104659-22-082024 · tm2221660-6_4seq1.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 643,483

F1 · shares: Reflects a grant of restricted shares, of which 1/3 will vest on 1/1/2023, 1/3 will vest upon U.S. Food and Drug Administration approval of ublituximab as a treatment for patients with relapsing forms of multiple sclerosis, and 1/3 will vest upon approval by the European Medicines Agency of ublituximab.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-22-082020 · tm2221660-3_4seq1.xml · nonDerivative · entry 1

Hoberman Kenneth · CIK 0001573722 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 222,685

F1 · shares: Reflects a grant of restricted shares that will vest on June 15, 2023.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-22-082022 · tm2221660-4_4seq1.xml · nonDerivative · entry 1

HUME DANIEL · CIK 0001645514 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 198,239

F1 · shares: Reflects a grant of restricted shares that will vest on June 15, 2023.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-22-082018 · tm2221660-2_4seq1.xml · nonDerivative · entry 1

Echelard Yann · CIK 0001561958 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 192,848

F1 · shares: Reflects a grant of restricted shares that will vest on June 15, 2023.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-22-082016 · tm2221660-1_4seq1.xml · nonDerivative · entry 1

Charney Laurence N · CIK 0001407451 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 264,729

F1 · shares: Reflects a grant of restricted shares that will vest on June 15, 2023.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-22-002361 · tm222217d1_4.xml · nonDerivative · entry 2

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 568,483

F1 · shares: In connection with the vesting of 160,000 shares on January 1, 2022, these shares were sold by the Company's restricted stock administrator in order to satisfy Mr. Power's tax withholding obligations. Mr. Power had no discretion with respect to such sale, which was transacted automatically in accordance with the Company's corporate policies regarding the vesting of restricted stock.

F2 · balance_after: Includes shares of restricted Common Stock, which are subject to vesting and 140,000 shares of TG Therapeutics stock issuable pursuant to stock options that are currently exercisable or exercisable within 60 days of this filing.

SEC source: 0001104659-22-002355 · tm222217d2_4.xml · nonDerivative · entry 6

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,988,021

F4 · shares: In connection with the vesting of 225,000 shares held by Mr. Weiss' dependents on January 1, 2022, these shares were sold by the Company's restricted stock administrator in order to satisfy tax withholding obligations. Mr. Weiss nor his dependents had any discretion with respect to such sale, which was transacted automatically in accordance with the Company's corporate policies regarding the vesting of restricted stock.

F5 · balance_after: Includes 2,437,005 shares received as a liquidating distribution from Opus Point Partners, LLC ("Opus"), of which Mr. Weiss was a principal. In prior reports, Mr, Weiss reported beneficial ownership of all 4,874,010 shares held by Opus, even though he only owned 50% of Opus. On December 29, 2021, as part of the dissolution of Opus the shares of TGTX held by Opus were distributed to the underlying Opus owners. As a result of such distribution, the 2,437,005 shares held indirectly by the reporting person are no longer held by the reporting person.

SEC source: 0001104659-22-002361 · tm222217d1_4.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 578,136

F1 · shares: In connection with the vesting of 160,000 shares on January 1, 2022, these shares were sold by the Company's restricted stock administrator in order to satisfy Mr. Power's tax withholding obligations. Mr. Power had no discretion with respect to such sale, which was transacted automatically in accordance with the Company's corporate policies regarding the vesting of restricted stock.

SEC source: 0001104659-22-002355 · tm222217d2_4.xml · nonDerivative · entry 5

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,455,697

F4 · shares: In connection with the vesting of 225,000 shares held by Mr. Weiss' dependents on January 1, 2022, these shares were sold by the Company's restricted stock administrator in order to satisfy tax withholding obligations. Mr. Weiss nor his dependents had any discretion with respect to such sale, which was transacted automatically in accordance with the Company's corporate policies regarding the vesting of restricted stock.

SEC source: 0001104659-22-002355 · tm222217d2_4.xml · nonDerivative · entry 4

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,493,246

F3 · shares: Reflects a grant of restricted shares of common stock of TG Therapeutics in lieu of cash compensation owed to Mr. Weiss for the 2021 fiscal year, which will fully vest on January 1, 2024.

SEC source: 0001104659-22-002355 · tm222217d2_4.xml · nonDerivative · entry 3

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,436,852

F1 · shares: Reflects the transfer of shares of TG Therapeutics stock as a bona fide gift to various 501(c)(3) charitable organizations.

SEC source: 0001104659-22-002355 · tm222217d2_4.xml · nonDerivative · entry 2

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,445,852

F2 · shares: Reflects the transfer of shares of TG Therapeutics stock to various trusts for the benefit of Mr. Weiss' dependents.

SEC source: 0001104659-22-002355 · tm222217d2_4.xml · nonDerivative · entry 1

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,145,852

F1 · shares: Reflects the transfer of shares of TG Therapeutics stock as a bona fide gift to various 501(c)(3) charitable organizations.

SEC source: 0001104659-21-084260 · tm2120405-5_4seq1.xml · nonDerivative · entry 1

Lonial Sagar · CIK 0001816609 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 85,000

F1 · shares: Reflects a grant of restricted shares which will vest on June 18, 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-21-084262 · tm2120405-7_4seq1.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 653,448

F1 · shares: Reflects a grant of restricted shares relating that will vest in according to the following schedule: 50% on January 1, 2022, and 25% on each of January 1, 2023 and 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which are subject to vesting and 107,500 shares of TG Therapeutics stock issuable pursuant to stock options that are currently exercisable or exercisable within 60 days of this filing.

SEC source: 0001104659-21-084261 · tm2120405-6_4seq1.xml · nonDerivative · entry 1

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,148,852

F1 · shares: Reflects the final annual grant of restricted stock pursuant to the Strategic Advisory Agreement with Caribe BioAdvisors, LLC, pursuant to which Mr. Weiss provided the services of Chairman of the Board and Executive Chairman. The restricted shares will vest on the date that the Company's Market Capitalization is $500 million greater than the Market Capitalization on the date of grant as measured within a five-year timeframe, but in no event before December 1, 2022.

F2 · balance_after: Included in Mr. Weiss' beneficial ownership are 4,909,355 shares of Common Stock issued to Opus Point Partners, LLC, of which Mr. Weiss is a principal and beneficially owns a 50% interest.

SEC source: 0001104659-21-084259 · tm2120405-4_4seq1.xml · nonDerivative · entry 1

HUME DANIEL · CIK 0001645514 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 154,507

F1 · shares: Reflects a grant of restricted shares that will vest on June 18, 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-21-084258 · tm2120405-3_4seq1.xml · nonDerivative · entry 1

Hoberman Kenneth · CIK 0001573722 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 178,953

F1 · shares: Reflects a grant of restricted shares that will vest on June 18, 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-21-084257 · tm2120405-2_4seq1.xml · nonDerivative · entry 1

Echelard Yann · CIK 0001561958 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 149,116

F1 · shares: Reflects a grant of restricted shares that will vest on June 18, 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-21-084256 · tm2120405d1_4seq1.xml · nonDerivative · entry 2

Charney Laurence N · CIK 0001407451 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 220,997

F3 · shares: Reflects a grant of restricted shares that will vest on June 18, 2025.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-21-084256 · tm2120405d1_4seq1.xml · nonDerivative · entry 1

Charney Laurence N · CIK 0001407451 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 180,997

F1 · shares: Reflects a grant of restricted shares that will vest on June 18, 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-21-000339 · tm211514d1_4.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 653,338

F1 · shares: Reflects a grant of restricted shares relating to 2020 service and performance. This award will vest in approximately equal tranches on January 1, 2022, 2023, 2024 and 2025.

F2 · balance_after: Includes shares of restricted Common Stock, which are subject to vesting.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 8

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Indirect · See Note 3

Disclosed balance after: 13,068,082

F2 · security: Reflect the transfer of shares as a bona fide gift to various 501(c)(3) charitable organizations.

F3 · balance_after: Included in Mr. Weiss' beneficial ownership are 4,909,355 shares of Common Stock issued to Opus Point Partners, LLC, of which Mr. Weiss is a co-founder, managing partner, and principal and beneficially owns a 50% interest.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 7

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,068,737

F2 · security: Reflect the transfer of shares as a bona fide gift to various 501(c)(3) charitable organizations.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 6

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,069,737

F2 · security: Reflect the transfer of shares as a bona fide gift to various 501(c)(3) charitable organizations.

SEC source: 0001104659-21-022085 · tm216578d1_5.xml · nonDerivative · entry 2

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 629,438

F2 · security: Reflects the transfer of shares as a bona fide gift to a 501(c)(3) charitable organization.

F3 · balance_after: Includes 107,500 shares of TG Therapeutics stock issuable pursuant to stock options that are currently exercisable or exercisable within 60 days of this filing.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 5

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,069,937

F2 · security: Reflect the transfer of shares as a bona fide gift to various 501(c)(3) charitable organizations.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 4

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,070,137

F2 · security: Reflect the transfer of shares as a bona fide gift to various 501(c)(3) charitable organizations.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 3

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,071,837

F1 · security: Reflects the transfer of shares of TG Therapeutics stock to the Weiss Family and Descendants Trust.

SEC source: 0001104659-20-134811 · tm2038329d1_4.xml · nonDerivative · entry 1

Echelard Yann · CIK 0001561958 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 129,116

F1 · price: Represents the weighted average sales price. The range of prices for such transaction was $39.90 to $40.13. The reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a shareholder of the issuer, full information regarding the number of shares sold at each separate price.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.

SEC source: 0001104659-21-022085 · tm216578d1_5.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 636,438

F1 · security: Reflects the transfer of shares of TG Therapeutics stock to the Power Family and Descendants Trust.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 2

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,906,714

F2 · security: Reflect the transfer of shares as a bona fide gift to various 501(c)(3) charitable organizations.

SEC source: 0001104659-20-140992 · tm2039708-1_form5.xml · nonDerivative · entry 1

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,909,214

F1 · security: Reflects the transfer of shares of TG Therapeutics stock to the Weiss Family and Descendants Trust.

SEC source: 0001104659-20-104436 · tm2030601-1_4.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 12,629,868

F1 · price: This transaction was executed in multiple trades at prices ranging from $25.66 to $26.08; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.

F2 · balance_after: These securities include 11,298,916 shares held by RA Capital Healthcare Fund, L.P. (the "Fund") and 1,330,952 shares held by a separately managed account (the "Account").

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members.

F4 · ownership.nature: The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah may be deemed indirect beneficial owners of the reported securities for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act"). They disclaim beneficial ownership of any of the reported securities for the purpose of determining whether they are subject to Section 16 of the Act, however, in reliance on Rule 16a-1(a)(1)(v) and (vii). To the extent that they might be deemed subject to Section 16, they disclaim beneficial ownership of securities held by the Fund for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein, and disclaim any pecuniary interest in securities held in the Account for purposes of Rule 16a-1(a)(2).

SEC source: 0001104659-20-084949 · tm2025277d1_4.xml · nonDerivative · entry 2

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 633,338

F3 · shares: Reflects a special long-term incentive award consisting of a grant of restricted shares that will vest in approximately equal tranches on January 1, 2021, 2022, 2023 and 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which are subject to vesting.

SEC source: 0001104659-20-084949 · tm2025277d1_4.xml · nonDerivative · entry 1

Power Sean A · CIK 0001538845 · CFO, Secretary and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 433,338

F1 · shares: Reflects a grant of restricted shares relating to 2019 service and performance. This award will vest in approximately equal tranches on January 1, 2021, 2022, 2023 and 2024.

F2 · balance_after: Includes shares of restricted Common Stock, which are subject to vesting.

SEC source: 0001104659-20-076547 · tm2022959-7_4.xml · nonDerivative · entry 1

WEISS MICHAEL S · CIK 0001038977 · Director · CEO and President

10b5-1 filing: Not disclosed

Ownership: Indirect · See Note 3

Disclosed balance after: 14,434,214

F1 · shares: Reflects an annual grant of restricted stock pursuant to the Strategic Advisory Agreement with Caribe BioAdvisors, LLC, pursuant to which Mr. Weiss provides the services of Chairman of the Board and Executive Chairman. The restricted shares will vest on the date that the Company's Market Capitalization is $100 million greater than the Market Capitalization on the date of grant, but in no event before December 31, 2020.

F2 · balance_after: Included in Mr. Weiss' beneficial ownership are 4,910,010 shares of Common Stock issued to Opus Point Partners, LLC, of which Mr. Weiss is a co-founder, managing partner, and principal and beneficially owns a 50% interest.

F3 · ownership.nature: The shares are held by Caribe BioAdvisors, LLC, of which Mr. Weiss is the sole member.

SEC source: 0001104659-20-076545 · tm2022959-4_4.xml · nonDerivative · entry 1

Hoberman Kenneth · CIK 0001573722 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 158,953

F1 · shares: Reflects a grant of restricted shares that will vest on June 22, 2023.

F2 · balance_after: Includes shares of restricted Common Stock, which vest over various time periods.