Braunstein Scott

SEC source: 0001140361-26-036380 · form4.xml · derivative · entry 4

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 208,063 shares

Expires 2036-06-04

F2 · price: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

F2 · derivative.exercise_date: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

SEC source: 0001140361-26-036380 · form4.xml · derivative · entry 3

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 56,818 shares

Expires 2035-11-04

F2 · price: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

F2 · derivative.exercise_date: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

SEC source: 0001140361-26-036380 · form4.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 103,000 shares

Expires 2035-06-26

F2 · price: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

F2 · derivative.exercise_date: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

SEC source: 0001140361-26-036380 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 206,000 shares

Expires 2034-06-13

F2 · price: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

F1 · derivative.exercise_date: Pursuant to the Agreement and Plan of Merger dated as of July 15, 2026, by and among AtaiBeckley Inc. (the "Company"), Eli Lilly and Company, an Indiana corporation ("Parent"), and Albali Acquisition Corporation, a Delaware corporation and indirect wholly owned subsidiary of Parent ("Merger Sub"), on September 11, 2026, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving as a wholly owned subsidiary of Parent.

F2 · derivative.exercise_date: At the effective time of the Merger (the "Effective Time"), each outstanding stock option of the Company, subject to certain exceptions, was automatically cancelled and converted into the right to receive (A) an amount in cash (without interest and less applicable tax withholdings) equal to the product of (1) the total number of shares of the Company's common stock subject to such stock option immediately prior to the Effective Time multiplied by (2) the excess of $6.75 over the applicable exercise price per share under such stock option and (B) one contingent value right per share (each, a "CVR" and collectively, the "CVRs"), representing the right to receive up to an aggregate of $2.50 in cash per CVR upon achievement, if any, of specified clinical and regulatory milestones, less any applicable tax withholding, for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

SEC source: 0001140361-26-024526 · form4.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 86,095

Underlying: Common Stock · 86,095 shares

Expires 2036-06-04

F1 · derivative.exercise_date: The stock option shall vest on the earlier of the day before AtaiBeckley Inc.'s next annual meeting or June 4, 2027, subject to continued service on AtaiBeckley Inc.'s board of directors through the applicable vesting date.

SEC source: 0001140361-26-024526 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 121,968

Underlying: Common Stock · 121,968 shares

Expires 2036-06-04

F1 · derivative.exercise_date: The stock option shall vest on the earlier of the day before AtaiBeckley Inc.'s next annual meeting or June 4, 2027, subject to continued service on AtaiBeckley Inc.'s board of directors through the applicable vesting date.

SEC source: 0001643875-26-000006 · form4-03052026_010321.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 25,000 shares

Expires not disclosed

F2 · kind: The Issuer entered into an Agreement and Plan of Merger, dated January 19, 2026 (the "Merger Agreement") with GlaxoSmithKline LLC, a Delaware limited liability company ("Parent"), Redrose Acquisition Co., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser") and solely for purposes of providing a guaranty pursuant to Section 8.11 of the Merger Agreement, GSK plc, a public limited company organized under the laws of England and Wales. Pursuant to the Merger Agreement, Purchaser completed a tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, for $58.00 per share (the "Offer Price"), in cash, without interest and subject to any applicable withholding of taxes. On March 3, 2026, Purchaser merged with and into the Issuer, with the Issuer surviving as an indirect wholly owned subsidiary of Parent (the effective time of such merger, the "Effective Time").

F4 · kind: This Form 4 reports securities transacted pursuant to the Merger Agreement.

F5 · price: Pursuant to the terms of the Merger Agreement, each stock option that was outstanding as of immediately prior to the Effective Time, whether vested or unvested, was accelerated and became fully vested and exercisable as of immediately prior to the Effective Time. At the Effective Time, each stock option that was outstanding and unexercised as of immediately before the Effective Time and which had a per share exercise price that was less than Offer Price was cancelled and converted solely into the right to receive cash in an amount equal to the product of (i) the total number of shares subject to such stock option immediately prior to the Effective Time, multiplied by (ii) the excess of (x) the Offer Price, over (y) the exercise price payable per share under such stock option.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, each stock option that was outstanding as of immediately prior to the Effective Time, whether vested or unvested, was accelerated and became fully vested and exercisable as of immediately prior to the Effective Time. At the Effective Time, each stock option that was outstanding and unexercised as of immediately before the Effective Time and which had a per share exercise price that was less than Offer Price was cancelled and converted solely into the right to receive cash in an amount equal to the product of (i) the total number of shares subject to such stock option immediately prior to the Effective Time, multiplied by (ii) the excess of (x) the Offer Price, over (y) the exercise price payable per share under such stock option.

F5 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, each stock option that was outstanding as of immediately prior to the Effective Time, whether vested or unvested, was accelerated and became fully vested and exercisable as of immediately prior to the Effective Time. At the Effective Time, each stock option that was outstanding and unexercised as of immediately before the Effective Time and which had a per share exercise price that was less than Offer Price was cancelled and converted solely into the right to receive cash in an amount equal to the product of (i) the total number of shares subject to such stock option immediately prior to the Effective Time, multiplied by (ii) the excess of (x) the Offer Price, over (y) the exercise price payable per share under such stock option.

SEC source: 0001643875-26-000006 · form4-03052026_010321.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

F1 · security: Represents the annual grant of restricted stock units ("RSUs") under the Issuer's Amended & Restated Non-Employee Director Compensation Policy, previously granted to the Reporting Person and reported on Form 4 dated February 2, 2026, which were scheduled to fully vest on the first anniversary of the grant date. Each RSU represents a contingent right to receive one share of common stock upon vesting.

F2 · kind: The Issuer entered into an Agreement and Plan of Merger, dated January 19, 2026 (the "Merger Agreement") with GlaxoSmithKline LLC, a Delaware limited liability company ("Parent"), Redrose Acquisition Co., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser") and solely for purposes of providing a guaranty pursuant to Section 8.11 of the Merger Agreement, GSK plc, a public limited company organized under the laws of England and Wales. Pursuant to the Merger Agreement, Purchaser completed a tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, for $58.00 per share (the "Offer Price"), in cash, without interest and subject to any applicable withholding of taxes. On March 3, 2026, Purchaser merged with and into the Issuer, with the Issuer surviving as an indirect wholly owned subsidiary of Parent (the effective time of such merger, the "Effective Time").

F3 · kind: Pursuant to the Merger Agreement, each RSU award that was outstanding as of immediately prior to the Effective Time, whether vested or unvested, was cancelled and converted into the right to receive cash in an amount equal to (i) the total number of Shares issuable in settlement of such RSU immediately prior to the Effective Time without regard to vesting, multiplied by (ii) the Offer Price, which amount shall be paid in accordance with the Merger Agreement.

F4 · kind: This Form 4 reports securities transacted pursuant to the Merger Agreement.

F3 · price: Pursuant to the Merger Agreement, each RSU award that was outstanding as of immediately prior to the Effective Time, whether vested or unvested, was cancelled and converted into the right to receive cash in an amount equal to (i) the total number of Shares issuable in settlement of such RSU immediately prior to the Effective Time without regard to vesting, multiplied by (ii) the Offer Price, which amount shall be paid in accordance with the Merger Agreement.

SEC source: 0001643875-26-000004 · wk-form4_1771626422.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 45,000

Underlying: Common Stock · 45,000 shares

Expires 2036-02-19

F1 · derivative.exercise_date: One-twelfth of the shares subject to this option will vest on each monthly anniversary of the grant date such that the option will be fully vested on February 20, 2027, subject to the reporting person continuing to provide service to the Issuer through each such vesting date.

SEC source: 0001643875-26-000002 · form4-02022026_100221.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 4,956

F1 · security: Represents the annual grant of restricted stock units ("RSUs") under the Issuer's Amended & Restated Non-Employee Director Compensation Policy, as currently in effect, which fully vest on the first anniversary of the grant date. Each RSU represents a contingent right to receive one share of common stock upon vesting.

SEC source: 0001140361-25-040852 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 56,818

Underlying: Common Shares · 56,818 shares

Expires 2035-11-04

F1 · derivative.exercise_date: The stock option shall vest as to 100% of the underlying shares on the first anniversary of the grant date.

SEC source: 0001140361-25-024018 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 103,000

Underlying: Common Shares · 103,000 shares

Expires 2035-06-26

F1 · derivative.exercise_date: The stock option shall vest on the earlier of the day before the ATAI Life Sciences N.V's next annual meeting or June 26, 2026.

SEC source: 0001415889-25-018080 · form4-06242025_080624.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-21

F1 · derivative.exercise_date: The shares subject to the option shall vest in three successive equal annual installments over the three-year period measured from the date of grant of June 21, 2025.

SEC source: 0001643875-25-000003 · wk-form4_1740186801.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 40,500

Underlying: Common Stock · 40,500 shares

Expires 2035-02-19

F1 · derivative.exercise_date: One-twelfth of the shares subject to this option will vest on each monthly anniversary of the grant date such that the option will be fully vested on February 20, 2026, subject to the reporting person continuing to provide service to the Issuer through each such vesting date.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 12

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 7,500 shares

Expires 2028-09-19

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 11

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 15,917 shares

Expires 2029-02-26

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 10

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 200,000 shares

Expires 2029-08-06

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 9

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 450,000 shares

Expires 2030-01-08

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 8

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 290,000 shares

Expires 2031-01-15

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 7

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 193,050 shares

Expires 2032-02-04

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 6

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 360,000 shares

Expires 2033-01-26

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 5

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 335,650 shares

Expires 2034-01-18

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · derivative · entry 4

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 167,825 shares

Expires 2034-06-18

F5 · kind: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · nonDerivative · entry 3

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

F3 · kind: On December 29, 2024, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Immedica Pharma AB, a corporation organized and existing under the laws of Sweden ("Parent"), and Matador Subsidiary, Inc. a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of Common Stock held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $0.55 per share (the "Offer Price") in cash.

F4 · shares: Represents 179,536 shares underlying Restricted Stock Units (the "RSUs"). Pursuant to the terms of the Merger Agreement, at the effective time of the merger (the "Effective Time"), each outstanding RSU was terminated in exchange for a lump sum cash payment equal to (i) the Offer Price multiplied by (ii) the number of shares of Common Stock underlying the RSU.

F3 · price: On December 29, 2024, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Immedica Pharma AB, a corporation organized and existing under the laws of Sweden ("Parent"), and Matador Subsidiary, Inc. a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of Common Stock held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $0.55 per share (the "Offer Price") in cash.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · nonDerivative · entry 2

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 179,536

F3 · kind: On December 29, 2024, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Immedica Pharma AB, a corporation organized and existing under the laws of Sweden ("Parent"), and Matador Subsidiary, Inc. a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of Common Stock held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $0.55 per share (the "Offer Price") in cash.

F3 · price: On December 29, 2024, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Immedica Pharma AB, a corporation organized and existing under the laws of Sweden ("Parent"), and Matador Subsidiary, Inc. a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of Common Stock held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $0.55 per share (the "Offer Price") in cash.

SEC source: 0001104659-25-011239 · tm255946-2_4seq1.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 304,600

F1 · kind: This purchase of the Issuer's common stock (the "Common Stock") on August 14, 2024 resulted in unintentional matching transactions for Section 16(b) reporting purposes. As a result, the Reporting Person has voluntarily paid to the Issuer $52,582.55 prior to the filing of this Form 4, representing the full amount of the profit realized in connection with the matching transactions less expenses, calculated in accordance with Section 16(b). The purchase of Common Stock on August 14, 2024 was matched against the Reporting Person's sale of Common Stock on February 16, 2024 pursuant to a Rule 10b5-1 Plan adopted by the Reporting Person on May 16, 2022 to cover tax obligations in connection with the vesting of restricted stock units.

F2 · price: The price reported in column 4 is a weighted-average price. These shares were purchased in multiple transactions at prices ranging from $1.09 to $1.10, 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 sold at each separate price within the ranges set forth in this footnote.

SEC source: 0001415889-24-020894 · form4-08072024_040801.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 298,667

F1 · kind: The sales reported on this Form 4 represent shares of common stock of Marinus Pharmaceuticals, Inc. (the "Company") sold by the reporting person pursuant to a Rule 10b5-1 Plan adopted on May 16, 2022 to cover tax obligations in connection with the vesting of restricted stock units.

F2 · price: The price reported in column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $1.11 to $1.15, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.

SEC source: 0001415889-24-017628 · form4-06202024_080622.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 167,825

Underlying: Common Stock · 167,825 shares

Expires 2034-06-18

F2 · derivative.exercise_date: The option vests and becomes exercisable in full on July 15, 2025, subject to the reporting person's continued service with the Issuer.

SEC source: 0001415889-24-017628 · form4-06202024_080622.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 310,812

F1 · shares: Represents the grant of restricted stock units (RSUs). The RSUs vest in full on July 15, 2025, subject to the reporting person's continued service with Marinus Pharmaceuticals, Inc. (the Issuer). Each RSU represents the right to receive one share of common stock of the Issuer.

SEC source: 0001140361-24-030208 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 206,000

Underlying: Common Shares · 206,000 shares

Expires 2034-06-13

F1 · derivative.exercise_date: The stock option shall vest as to 1/3rd of the underlying shares on June 13, 2025 and as to the remaining underlying shares in twenty-four (24) substantially equal monthly installments thereafter, such that the option will become fully vested on June 13, 2027.

SEC source: 0001062993-24-012720 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 13,700

Underlying: Common Stock · 13,700 shares

Expires 2034-06-13

F1 · derivative.exercise_date: The shares subject to the options shall vest in full on the first anniversary of the grant date, subject to the reporting person's continuous service through such vesting date.

SEC source: 0001415889-24-009175 · form4-03272024_030317.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 200,000

Underlying: Common Stock · 50,000 shares

Expires 2029-08-06

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.

F1 · derivative.exercise_date: The option, representing a right to purchase a total of 250,000 shares of common stock, vested and became exercisable in 48 substantially equal monthly installments beginning on September 6, 2019.

SEC source: 0001415889-24-009175 · form4-03272024_030317.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 273,512

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: 0001628280-24-006402 · wk-form4_1708638851.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 39,500

Underlying: Common Stock · 39,500 shares

Expires 2034-02-19

F1 · derivative.exercise_date: One-twelfth of the shares subject to this option will vest on each monthly anniversary of the grant date such that the option will be fully vested on February 20, 2025, subject to the reporting person continuing to provide service to the Issuer through each such vesting date.

SEC source: 0001415889-24-004575 · form4-02212024_040201.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 223,512

F1 · kind: The sales reported on this Form 4 represent shares of common stock of Marinus Pharmaceuticals, Inc. (the "Company") sold by the reporting person pursuant to a Rule 10b5-1 Plan adopted on May 16, 2022 to cover tax obligations in connection with the vesting of restricted stock units.

F2 · price: The price reported in column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $9.88 to $9.99, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.

SEC source: 0001415889-24-001590 · form4-01192024_090125.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 335,650

Underlying: Common Stock · 335,650 shares

Expires 2034-01-18

F2 · derivative.exercise_date: The option vests and becomes exercisable in 36 equal monthly installments beginning on February 18, 2024, subject to the reporting person's continued service with the Issuer.

SEC source: 0001415889-24-001590 · form4-01192024_090125.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 235,362

F1 · shares: Represents the grant of restricted stock units (RSUs). The RSUs vest in three equal installments, with the first installment vesting on February 15, 2025, the second installment vesting on February 15, 2026, and the third installment vesting on February 15, 2027, subject to the reporting person's continued service with Marinus Pharmaceuticals, Inc. (the Issuer). Each RSU represents the right to receive one share of common stock of the Issuer.

SEC source: 0001415889-23-011951 · form4-08082023_090807.xml · nonDerivative · entry 2

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 160,762

F1 · kind: The sales reported on this Form 4 represent shares of common stock of Marinus Pharmaceuticals, Inc. (the "Company") sold by the reporting person pursuant to a Rule 10b5-1 Plan adopted on May 16, 2022 to cover tax obligations in connection 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 at prices ranging from $8.58 to $8.96, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.

SEC source: 0001415889-23-011951 · form4-08082023_090807.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 160,792

F1 · kind: The sales reported on this Form 4 represent shares of common stock of Marinus Pharmaceuticals, Inc. (the "Company") sold by the reporting person pursuant to a Rule 10b5-1 Plan adopted on May 16, 2022 to cover tax obligations in connection with the vesting of restricted stock units.

F2 · price: The price reported in column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $9.18 to $10.15, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.

SEC source: 0001062993-23-013811 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 13,700

Underlying: Common Stock · 13,700 shares

Expires 2033-06-15

F1 · derivative.exercise_date: The shares subject to the options shall vest in full on the first anniversary of the grant date, subject to the reporting person's continuous service through such vesting date.

SEC source: 0001619856-23-000023 · wf-form4_167719023966401.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,500

Underlying: Common Stock · 21,500 shares

Expires 2033-02-20

F1 · derivative.exercise_date: One-twelfth of the shares subject to this option will vest on each monthly anniversary of the grant date such that the option will be fully vested on February 21, 2024, subject to the reporting person continuing to provide service to the Issuer through each such vesting date.

SEC source: 0001415889-23-001587 · form4-01302023_090159.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 360,000

Underlying: Common Stock · 360,000 shares

Expires 2033-01-26

F2 · derivative.exercise_date: The option vests and becomes exercisable in 36 equal monthly installments beginning on February 26, 2023, subject to the reporting person's continued service with the Issuer.

SEC source: 0001415889-23-001587 · form4-01302023_090159.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · CHAIRMAN AND CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 167,205

F1 · shares: Represents the grant of restricted stock units (RSUs). The RSUs vest in three equal installments, with the first installment vesting on February 15, 2024, the second installment vesting on February 15, 2025, and the third installment vesting on February 15, 2026, subject to the reporting person's continued service with Marinus Pharmaceuticals, Inc. (the Issuer). Each RSU represents the right to receive one share of common stock of the Issuer.

SEC source: 0001062993-22-014805 · form4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 100,000

Underlying: Common Stock · 100,000 shares

Expires 2032-06-09

F1 · derivative.exercise_date: The shares subject to the option shall vest in full on the day immediately prior to the next annual stockholders' meeting, subject to the reporting person's continuous service through such vesting date.

SEC source: 0001104659-22-065240 · tm2216988-3_4seq1.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 87,205

F1 · shares: Represents the grant of restricted stock units (RSUs). The RSUs vest in two equal installments, with the first installment vesting on August 4, 2023, and the second installment vesting on August 4, 2024, subject to the reporting person's continued service with Marinus Pharmaceuticals, Inc. (the Issuer). Each RSU represents the right to receive one share of common stock of the Issuer.

SEC source: 0001104659-22-012781 · tm225605-3_4seq1.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 193,050

Underlying: Common Stock · 193,050 shares

Expires 2032-02-04

F2 · derivative.exercise_date: The option vests and becomes exercisable in 36 equal monthly installments beginning on March 4, 2022.

SEC source: 0001104659-22-012781 · tm225605-3_4seq1.xml · nonDerivative · entry 1

Braunstein Scott · CIK 0001643875 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 67,900

F1 · shares: Represents the grant of restricted stock units (RSUs). The RSUs vest in three equal installments, with the first installment vesting on August 4, 2023, the second installment vesting on August 4, 2024, and the third installment vesting on August 4, 2025, subject to the reporting person's continued service with Marinus Pharmaceuticals, Inc. (the Issuer). Each RSU represents the right to receive one share of common stock of the Issuer.

SEC source: 0001209191-21-070795 · doc4.xml · derivative · entry 1

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,500

Underlying: Common Stock · 27,500 shares

Expires 2031-12-19

F1 · derivative.exercise_date: One-twelfth of the shares subject to this option will vest on each monthly anniversary of the grant date such that the option will be fully vested on December 20, 2022, subject to the reporting person continuing to provide services to the Issuer through each such vesting date.

SEC source: 0001562180-21-004980 · primarydocument.xml · derivative · entry 3

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 13,171 shares

Expires not disclosed

F1 · price: This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the ''Agreement''), dated as of June 2, 2021, among Constellation Pharmaceuticals, Inc. (the "Company"), MorphoSys AG ("Parent") and MorphoSys Development Inc. ("Purchaser"), an indirect wholly owned subsidiary of Parent. Pursuant to the Agreement, on July 15, 2021 (the "Effective Time"), Purchaser merged with and into the Company, with the Company becoming a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, at the Effective Time, each share of common stock, par value $0.0001 per share, of the Company ("Common Stock") that was outstanding immediately prior to the Effective Time (other than certain shares specified in the Agreement) was converted into the right to receive $34.00 in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration").

F1 · derivative.exercise_date: This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the ''Agreement''), dated as of June 2, 2021, among Constellation Pharmaceuticals, Inc. (the "Company"), MorphoSys AG ("Parent") and MorphoSys Development Inc. ("Purchaser"), an indirect wholly owned subsidiary of Parent. Pursuant to the Agreement, on July 15, 2021 (the "Effective Time"), Purchaser merged with and into the Company, with the Company becoming a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, at the Effective Time, each share of common stock, par value $0.0001 per share, of the Company ("Common Stock") that was outstanding immediately prior to the Effective Time (other than certain shares specified in the Agreement) was converted into the right to receive $34.00 in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration").

F1 · derivative.expiration_date: This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the ''Agreement''), dated as of June 2, 2021, among Constellation Pharmaceuticals, Inc. (the "Company"), MorphoSys AG ("Parent") and MorphoSys Development Inc. ("Purchaser"), an indirect wholly owned subsidiary of Parent. Pursuant to the Agreement, on July 15, 2021 (the "Effective Time"), Purchaser merged with and into the Company, with the Company becoming a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, at the Effective Time, each share of common stock, par value $0.0001 per share, of the Company ("Common Stock") that was outstanding immediately prior to the Effective Time (other than certain shares specified in the Agreement) was converted into the right to receive $34.00 in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration").

SEC source: 0001562180-21-004980 · primarydocument.xml · derivative · entry 2

Braunstein Scott · CIK 0001643875 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 26,342 shares

Expires not disclosed

F1 · price: This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the ''Agreement''), dated as of June 2, 2021, among Constellation Pharmaceuticals, Inc. (the "Company"), MorphoSys AG ("Parent") and MorphoSys Development Inc. ("Purchaser"), an indirect wholly owned subsidiary of Parent. Pursuant to the Agreement, on July 15, 2021 (the "Effective Time"), Purchaser merged with and into the Company, with the Company becoming a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, at the Effective Time, each share of common stock, par value $0.0001 per share, of the Company ("Common Stock") that was outstanding immediately prior to the Effective Time (other than certain shares specified in the Agreement) was converted into the right to receive $34.00 in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration").

F1 · derivative.exercise_date: This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the ''Agreement''), dated as of June 2, 2021, among Constellation Pharmaceuticals, Inc. (the "Company"), MorphoSys AG ("Parent") and MorphoSys Development Inc. ("Purchaser"), an indirect wholly owned subsidiary of Parent. Pursuant to the Agreement, on July 15, 2021 (the "Effective Time"), Purchaser merged with and into the Company, with the Company becoming a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, at the Effective Time, each share of common stock, par value $0.0001 per share, of the Company ("Common Stock") that was outstanding immediately prior to the Effective Time (other than certain shares specified in the Agreement) was converted into the right to receive $34.00 in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration").

F1 · derivative.expiration_date: This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (the ''Agreement''), dated as of June 2, 2021, among Constellation Pharmaceuticals, Inc. (the "Company"), MorphoSys AG ("Parent") and MorphoSys Development Inc. ("Purchaser"), an indirect wholly owned subsidiary of Parent. Pursuant to the Agreement, on July 15, 2021 (the "Effective Time"), Purchaser merged with and into the Company, with the Company becoming a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, at the Effective Time, each share of common stock, par value $0.0001 per share, of the Company ("Common Stock") that was outstanding immediately prior to the Effective Time (other than certain shares specified in the Agreement) was converted into the right to receive $34.00 in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration").