Tung Roger D

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 13

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 205,000 shares

Expires 2031-01-04

F8 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · price: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

F8 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · derivative.exercise_date: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 12

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 151,600 shares

Expires 2030-02-13

F8 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · price: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

F8 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · derivative.exercise_date: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 11

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 200,000 shares

Expires 2029-01-03

F8 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · price: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

F8 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · derivative.exercise_date: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 10

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 200,000 shares

Expires 2028-01-03

F8 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · price: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

F8 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · derivative.exercise_date: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 9

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 200,000 shares

Expires 2027-01-03

F8 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · price: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

F8 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · derivative.exercise_date: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 8

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 170,000 shares

Expires 2026-01-06

F8 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · price: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

F8 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · derivative.exercise_date: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 7

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 203,300 shares

Expires 2024-06-09

F8 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · price: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

F8 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each option that had a per share exercise price that was less than the Cash Amount (whether vested or unvested) that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive, for each Share underlying such option, (i) an amount in cash equal to the excess of the Cash Amount over the per share exercise price of such option and (ii) one CVR. Each option that was outstanding and unexercised immediately prior to the Effective Time that had a per share exercise price greater than or equal to the Cash Amount, and less than $11.50, was cancelled and converted into the right to receive, for each Share underlying such option, upon the occurrence of any Milestone Payment, (i) an amount in cash equal to the Cash Amount, plus the applicable Milestone Payment, plus any Milestone Payment previously paid with respect to such Share, (continued in Footnote 9)

F9 · derivative.exercise_date: minus the per share exercise price of the option, minus (ii) any amount previously paid out for such option pursuant to any previous Milestone Payment.

SEC source: 0001209191-23-016169 · doc4.xml · derivative · entry 6

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 156,675 shares

Expires not disclosed

F7 · derivative.exercise_price: This line item represents unvested performance-based restricted stock units with respect to the Issuer's common stock ("PSUs") held by the Reporting Person. Each PSU represents a contingent right to receive one Share. Pursuant to the terms of the Merger Agreement, at the Effective Time, each unvested PSU that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive, at such time and subject to the satisfaction of the same performance and vesting terms and conditions as applied to such PSU immediately prior to the Effective Time, for each Share underlying such PSU, the Per Share Consideration, subject to withholding of applicable taxes and without interest.

F7 · price: This line item represents unvested performance-based restricted stock units with respect to the Issuer's common stock ("PSUs") held by the Reporting Person. Each PSU represents a contingent right to receive one Share. Pursuant to the terms of the Merger Agreement, at the Effective Time, each unvested PSU that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive, at such time and subject to the satisfaction of the same performance and vesting terms and conditions as applied to such PSU immediately prior to the Effective Time, for each Share underlying such PSU, the Per Share Consideration, subject to withholding of applicable taxes and without interest.

F7 · derivative.exercise_date: This line item represents unvested performance-based restricted stock units with respect to the Issuer's common stock ("PSUs") held by the Reporting Person. Each PSU represents a contingent right to receive one Share. Pursuant to the terms of the Merger Agreement, at the Effective Time, each unvested PSU that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive, at such time and subject to the satisfaction of the same performance and vesting terms and conditions as applied to such PSU immediately prior to the Effective Time, for each Share underlying such PSU, the Per Share Consideration, subject to withholding of applicable taxes and without interest.

F7 · derivative.expiration_date: This line item represents unvested performance-based restricted stock units with respect to the Issuer's common stock ("PSUs") held by the Reporting Person. Each PSU represents a contingent right to receive one Share. Pursuant to the terms of the Merger Agreement, at the Effective Time, each unvested PSU that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive, at such time and subject to the satisfaction of the same performance and vesting terms and conditions as applied to such PSU immediately prior to the Effective Time, for each Share underlying such PSU, the Per Share Consideration, subject to withholding of applicable taxes and without interest.

SEC source: 0001209191-23-016169 · doc4.xml · nonDerivative · entry 5

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · By RD Tung Irrevocable Trust

Disclosed balance after: 0

F1 · price: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 19, 2023, by and among Concert Pharmaceuticals, Inc. (the "Issuer"), Sun Pharmaceutical Industries Ltd. ("Parent") and Foliage Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, effective as of March 6, 2023 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $8.00 in cash (the "Cash Amount"), plus one non-tradeable contingent value right (a "CVR," and together with the Cash Amount, the "Per Share Consideration"), which represents the right to receive contingent payments of up to $3.50 per Share, in cash, (continued in Footnote 2)

F2 · price: in the aggregate, upon the achievement of certain milestones (such applicable payment, each, a "Milestone Payment") prior to December 31, 2029, subject to any applicable withholding of taxes and without interest.

F6 · ownership.nature: Shares held by the RD Tung Irrevocable Trust. Dr. Tung's spouse is a co-trustee of the RD Tung Irrevocable Trust. Dr. Tung disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.

SEC source: 0001209191-23-016169 · doc4.xml · nonDerivative · entry 4

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · By Tung Family Investment Trust

Disclosed balance after: 0

F1 · price: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 19, 2023, by and among Concert Pharmaceuticals, Inc. (the "Issuer"), Sun Pharmaceutical Industries Ltd. ("Parent") and Foliage Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, effective as of March 6, 2023 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $8.00 in cash (the "Cash Amount"), plus one non-tradeable contingent value right (a "CVR," and together with the Cash Amount, the "Per Share Consideration"), which represents the right to receive contingent payments of up to $3.50 per Share, in cash, (continued in Footnote 2)

F2 · price: in the aggregate, upon the achievement of certain milestones (such applicable payment, each, a "Milestone Payment") prior to December 31, 2029, subject to any applicable withholding of taxes and without interest.

F5 · ownership.nature: Shares held by the Tung Family Investment Trust. Dr. Tung is the sole trustee of the Tung Family Investment Trust. Dr. Tung disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.

SEC source: 0001209191-23-016169 · doc4.xml · nonDerivative · entry 3

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · By Roger D. Tung 2011 GRAT

Disclosed balance after: 0

F1 · price: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 19, 2023, by and among Concert Pharmaceuticals, Inc. (the "Issuer"), Sun Pharmaceutical Industries Ltd. ("Parent") and Foliage Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, effective as of March 6, 2023 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $8.00 in cash (the "Cash Amount"), plus one non-tradeable contingent value right (a "CVR," and together with the Cash Amount, the "Per Share Consideration"), which represents the right to receive contingent payments of up to $3.50 per Share, in cash, (continued in Footnote 2)

F2 · price: in the aggregate, upon the achievement of certain milestones (such applicable payment, each, a "Milestone Payment") prior to December 31, 2029, subject to any applicable withholding of taxes and without interest.

F4 · ownership.nature: Shares held by Roger D. Tung 2011 GRAT. Dr. Tung's spouse is a co-trustee of the Roger D. Tung 2011 GRAT. Dr. Tung disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.

SEC source: 0001209191-23-016169 · doc4.xml · nonDerivative · entry 2

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F3 · shares: This line item represents unvested time-based restricted stock units with respect to the Issuer's common stock ("RSUs") held by the Reporting Person. Pursuant to the terms of the Merger Agreement, at the Effective Time, each unvested RSU that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive, for each Share underlying such RSU, the Per Share Consideration, subject to withholding of applicable taxes and without interest.

F3 · price: This line item represents unvested time-based restricted stock units with respect to the Issuer's common stock ("RSUs") held by the Reporting Person. Pursuant to the terms of the Merger Agreement, at the Effective Time, each unvested RSU that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive, for each Share underlying such RSU, the Per Share Consideration, subject to withholding of applicable taxes and without interest.

SEC source: 0001209191-23-016169 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · price: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 19, 2023, by and among Concert Pharmaceuticals, Inc. (the "Issuer"), Sun Pharmaceutical Industries Ltd. ("Parent") and Foliage Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, effective as of March 6, 2023 (the "Effective Time"). At the Effective Time, each issued and outstanding Share was cancelled and converted into the right to receive $8.00 in cash (the "Cash Amount"), plus one non-tradeable contingent value right (a "CVR," and together with the Cash Amount, the "Per Share Consideration"), which represents the right to receive contingent payments of up to $3.50 per Share, in cash, (continued in Footnote 2)

F2 · price: in the aggregate, upon the achievement of certain milestones (such applicable payment, each, a "Milestone Payment") prior to December 31, 2029, subject to any applicable withholding of taxes and without interest.

SEC source: 0001209191-23-002556 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 971,018

F1 · kind: This sale was effected pursuant to a Rule 10b5-1 trading plan entered into on June 23, 2022.

F2 · shares: These shares were sold to satisfy tax obligations associated with the vesting of restricted stock units.

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $6.25 to $7.74, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within such range.

SEC source: 0001209191-22-010075 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 980,258

F1 · kind: This sale was effected pursuant to a Rule 10b5-1 trading plan.

F2 · shares: These shares were sold to satisfy tax obligations associated with the vesting of restricted stock units.

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.03 to $3.16, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within such range.

SEC source: 0001209191-22-005889 · doc4.xml · nonDerivative · entry 2

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 993,738

F3 · shares: Represents a grant of RSUs. Each RSU represents a contingent right to receive one share of Common Stock of the Issuer. These RSUs will vest one business day after the date on which the Food and Drug Administration notifies the Issuer that it has accepted for filing a New Drug Application for CTP-543, provided that the date of acceptance is on or before a certain date in 2023. The amount listed represents the maximum number of shares that may be delivered pursuant to the grant.

F2 · price: Not applicable.

SEC source: 0001209191-22-005889 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 837,063

F1 · shares: Represents a grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock of the Issuer. These RSUs vest in equal annual installments over a three-year period measured from the date of grant. The amount listed represents the maximum number of shares of Common Stock of the Issuer that may be delivered pursuant to the grant.

F2 · price: Not applicable.

SEC source: 0001209191-22-002405 · doc4.xml · nonDerivative · entry 3

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 784,838

F1 · kind: This sale was effected pursuant to a Rule 10b5-1 trading plan.

F2 · shares: These shares were sold to satisfy tax obligations associated with the vesting of restricted stock units.

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.00 to $3.16, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within such range.

SEC source: 0001209191-22-002405 · doc4.xml · nonDerivative · entry 2

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 794,078

SEC source: 0001209191-22-002405 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 801,578

SEC source: 0001209191-21-069812 · doc4.xml · derivative · entry 6

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,522

Underlying: Common Stock · 6,700 shares

Expires 2021-12-15

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · derivative.exercise_date: This option is fully vested.

SEC source: 0001209191-21-069812 · doc4.xml · nonDerivative · entry 2

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 808,578

F1 · kind: This sale was effected pursuant to a Rule 10b5-1 trading plan.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $3.60 to $3.67, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within such range.

SEC source: 0001209191-21-069812 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 815,278

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-21-011621 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 808,578

F1 · kind: This sale was effected pursuant to a Rule 10b5-1 trading plan entered into on November 20, 2020.

F2 · shares: These shares were sold to satisfy tax obligations associated with the vesting of restricted stock units.

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $7.15 to $7.34, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within such range.

SEC source: 0001209191-21-002515 · doc4.xml · derivative · entry 5

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 205,000

Underlying: Common Stock · 205,000 shares

Expires 2031-01-04

F6 · derivative.exercise_date: The shares underlying this option vest in equal quarterly installments over a four-year period measured from the date of grant.

SEC source: 0001209191-21-002515 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 822,058

F1 · shares: Represents a grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock of the Issuer. These RSUs vest in equal annual installments over a three-year period measured from the date of grant. The amount listed represents the maximum number of shares that may be delivered pursuant to the grant.

F2 · price: Not applicable.

SEC source: 0001209191-20-019083 · doc4.xml · derivative · entry 5

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 14,601 shares

Expires 2020-12-14

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_date: This option is fully vested.

SEC source: 0001209191-20-019083 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 752,758

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-20-010487 · doc4.xml · derivative · entry 5

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 151,600

Underlying: Common Stock · 151,600 shares

Expires 2030-02-13

F7 · derivative.exercise_date: The shares underlying this option vest in equal quarterly installments over a four-year period measured from the date of grant.

SEC source: 0001209191-20-010487 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 738,157

F1 · shares: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Common Stock of the Issuer.

F2 · shares: The RSUs granted to Mr. Tung will vest in three equal annual installments measured from the date of grant. The number above represents the maximum number of shares that may be delivered pursuant to the award.

F3 · price: Not applicable.

SEC source: 0001209191-19-059461 · doc4.xml · derivative · entry 6

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 13,166 shares

Expires 2019-12-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_date: This option is fully vested.

SEC source: 0001209191-19-059461 · doc4.xml · nonDerivative · entry 2

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 637,057

SEC source: 0001209191-19-059461 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 644,686

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-19-025761 · doc4.xml · derivative · entry 5

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,601

Underlying: Common Stock · 14,601 shares

Expires 2020-12-14

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_date: Immediately.

SEC source: 0001209191-19-025761 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 631,520

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-19-024246 · doc4.xml · derivative · entry 5

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,166

Underlying: Common Stock · 24,886 shares

Expires 2019-12-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_date: Immediately.

SEC source: 0001209191-19-024246 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 616,919

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-19-022413 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 592,033

F1 · shares: Transaction represents withholding of shares to satisfy tax withholding obligations upon the vesting of restricted stock units.

SEC source: 0001209191-19-002757 · doc4.xml · derivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 200,000

Underlying: Common Stock · 200,000 shares

Expires 2029-01-03

F1 · derivative.exercise_date: This option vests in sixteen equal quarterly installments beginning on April 4, 2019.

SEC source: 0001615219-18-000044 · wf-form4_153263500692824.xml · derivative · entry 1

Tung Roger D · CIK 0001594857 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Common Stock · 10,000 shares

Expires 2028-07-25

F1 · derivative.exercise_date: The stock option will vest in 12 successive equal monthly installments measured from June 6, 2018.

SEC source: 0000899243-18-016208 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 597,923

SEC source: 0001209191-18-022930 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 638,923

F1 · shares: Transaction represents withholding of shares to satisfy tax withholding obligations upon the vesting of restricted stock units.

SEC source: 0001209191-18-024834 · doc4a.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 598,923

F1 · shares: Transaction represents withholding of shares to satisfy tax withholding obligations upon the vesting of restricted stock units.

F2 · balance_after: This amendment is being filed to reduce the number of securities beneficially owned by the reporting person by 40,000 shares of common stock due to the failure to achieve certain performance criteria set forth in the restricted stock unit grant agreement with the reporting person dated July 6, 2017.

SEC source: 0001209191-18-016461 · doc4.xml · derivative · entry 6

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 27,757 shares

Expires 2018-12-19

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_date: This option is fully vested.

SEC source: 0001209191-18-016461 · doc4.xml · nonDerivative · entry 2

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 644,813

SEC source: 0001209191-18-016461 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 650,855

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-18-002789 · doc4.xml · derivative · entry 5

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 200,000

Underlying: Common Stock · 200,000 shares

Expires 2028-01-03

F4 · derivative.exercise_date: This option vests in sixteen equal quarterly installments beginning on April 4, 2018.

SEC source: 0001209191-18-002789 · doc4.xml · nonDerivative · entry 1

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 623,098

SEC source: 0001209191-17-061743 · doc4.xml · derivative · entry 6

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,757

Underlying: Common Stock · 7,340 shares

Expires 2018-12-19

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_date: This option is fully vested.

SEC source: 0001209191-17-061743 · doc4.xml · nonDerivative · entry 2

Tung Roger D · CIK 0001594857 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 624,698