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person · Reporting owner

Nussbaum Ran

Disclosed activity across 9 companies

Tapewire entity
40939
SEC CIK
0001609805

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Arno Therapeutics, IncARNI · Entity 17980610% ownerJanuary 25, 2013September 08, 2016
Eloxx Pharmaceuticals, Inc.ELOX · Entity 7180DirectorJune 15, 2022June 17, 2022
LB PHARMACEUTICALS INCLBRX · Entity 4678DirectorJune 03, 2026June 05, 2026
UroGen Pharma Ltd.URGN · Entity 4466DirectorJune 06, 2022February 28, 2023
VBI Vaccines Inc/BCVBIV · Entity 111039DirectorOctober 30, 2017October 31, 2017

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Arno Therapeutics, Inc

Report date January 25, 2013 · Filed September 08, 2016 · Amendment

Jointly reported with Kariv Tomer, Pontifax Management II, L.P., Pontifax Management 2 G.P. (2007) Ltd.

Amendment: balances below belong to this corrected disclosure, not necessarily a complete replacement of earlier positions.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Pontifax (Cayman) II L.P.187,156 Reported balance Holding disclosure · report date 2013-01-25 · row 1 Amendment: may correct only part of an earlier disclosure.
1 source row

Row 1 · Balance 187,156

F1: This amendment is being filed to include Pontifax Management II, L.P. ("PM"), Pontifax Management 2 G.P. (2007) Ltd. ("PMGP") and Ran Nussbaum ("Nussbaum") as additional reporting persons to the Form 3 filed by Tomer Kariv ("Kariv") on 1/29/13 and to reflect Kariv as a 10% owner. The reporting persons have re-reported the securities held in Table I solely to gain access to the EDGAR filing system and the Amount of Securities Beneficially Owned has been adjusted to reflect a 1-for-8 combination of the Issuer's common stock completed on 10/29/13.

F2: PM is the general partner of each of Pontifax (Cayman) II L.P. ("PC"), Pontifax (Israel) II L.P. ("PI") and Pontifax (Israel) II - Individual Investors L.P. ("PIII" and together with PC and PI, the "Pontifax Funds"). PMGP is the general partner of PM. Each of Kariv and Nussbaum are directors of PMGP. PM and PMGP, through the Pontifax Funds, share a contractual right to designate one member of the Issuer's board of directors and may be deemed to be directors by deputization for purposes of Section 16 of the Exchange Act. The purpose of this amendment is to add PM, PMGP and Nussbaum as reporting persons to the Form 3 originally filed by Kariv on 1/29/13 in order to reflect that the securities shown on such form as held by the Pontifax Funds are beneficially owned by PM, PMGP, Nussbaum and Kariv.

F3: This form is also intended to amend the Form 4 statements filed by Kariv on each of 4/10/13, 5/7/13, 6/5/13, 10/31/13, 1/14/16 and 8/17/16, and a Form 5 filed on 2/17/15 (the "Prior Statements") to reflect that the securities shown therein as indirectly held by Kariv through the Pontifax Funds are also beneficially owned by PMII, PMGP and Nussbaum. Each of the reporting persons disclaims beneficial ownership of the securities held by the Pontifax Funds except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission by any reporting person that such person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act or for any other purpose.

F4: Each of PM, PMGP and Nussbaum disclaims beneficial ownership of the securities directly held by Kariv as reflected in the Prior Statements, except to the extent of his or its pecuniary interest therein, and this Form 3/A shall not be deemed an admission by PM, PMGP or Nussbaum that any is a beneficial owner of any securities held by Kariv for purposes of Section 16 or any other purpose.

Common StockSEC Table I · non-derivativeIndirectBy Pontifax (Israel) II L.P.140,977 Reported balance Holding disclosure · report date 2013-01-25 · row 2 Amendment: may correct only part of an earlier disclosure.
1 source row

Row 2 · Balance 140,977

F1: This amendment is being filed to include Pontifax Management II, L.P. ("PM"), Pontifax Management 2 G.P. (2007) Ltd. ("PMGP") and Ran Nussbaum ("Nussbaum") as additional reporting persons to the Form 3 filed by Tomer Kariv ("Kariv") on 1/29/13 and to reflect Kariv as a 10% owner. The reporting persons have re-reported the securities held in Table I solely to gain access to the EDGAR filing system and the Amount of Securities Beneficially Owned has been adjusted to reflect a 1-for-8 combination of the Issuer's common stock completed on 10/29/13.

F2: PM is the general partner of each of Pontifax (Cayman) II L.P. ("PC"), Pontifax (Israel) II L.P. ("PI") and Pontifax (Israel) II - Individual Investors L.P. ("PIII" and together with PC and PI, the "Pontifax Funds"). PMGP is the general partner of PM. Each of Kariv and Nussbaum are directors of PMGP. PM and PMGP, through the Pontifax Funds, share a contractual right to designate one member of the Issuer's board of directors and may be deemed to be directors by deputization for purposes of Section 16 of the Exchange Act. The purpose of this amendment is to add PM, PMGP and Nussbaum as reporting persons to the Form 3 originally filed by Kariv on 1/29/13 in order to reflect that the securities shown on such form as held by the Pontifax Funds are beneficially owned by PM, PMGP, Nussbaum and Kariv.

F3: This form is also intended to amend the Form 4 statements filed by Kariv on each of 4/10/13, 5/7/13, 6/5/13, 10/31/13, 1/14/16 and 8/17/16, and a Form 5 filed on 2/17/15 (the "Prior Statements") to reflect that the securities shown therein as indirectly held by Kariv through the Pontifax Funds are also beneficially owned by PMII, PMGP and Nussbaum. Each of the reporting persons disclaims beneficial ownership of the securities held by the Pontifax Funds except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission by any reporting person that such person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act or for any other purpose.

F4: Each of PM, PMGP and Nussbaum disclaims beneficial ownership of the securities directly held by Kariv as reflected in the Prior Statements, except to the extent of his or its pecuniary interest therein, and this Form 3/A shall not be deemed an admission by PM, PMGP or Nussbaum that any is a beneficial owner of any securities held by Kariv for purposes of Section 16 or any other purpose.

Common StockSEC Table I · non-derivativeIndirectBy Pontifax (Israel) II - Individual Investors L.P.54,725 Reported balance Holding disclosure · report date 2013-01-25 · row 3 Amendment: may correct only part of an earlier disclosure.
1 source row

Row 3 · Balance 54,725

F1: This amendment is being filed to include Pontifax Management II, L.P. ("PM"), Pontifax Management 2 G.P. (2007) Ltd. ("PMGP") and Ran Nussbaum ("Nussbaum") as additional reporting persons to the Form 3 filed by Tomer Kariv ("Kariv") on 1/29/13 and to reflect Kariv as a 10% owner. The reporting persons have re-reported the securities held in Table I solely to gain access to the EDGAR filing system and the Amount of Securities Beneficially Owned has been adjusted to reflect a 1-for-8 combination of the Issuer's common stock completed on 10/29/13.

F2: PM is the general partner of each of Pontifax (Cayman) II L.P. ("PC"), Pontifax (Israel) II L.P. ("PI") and Pontifax (Israel) II - Individual Investors L.P. ("PIII" and together with PC and PI, the "Pontifax Funds"). PMGP is the general partner of PM. Each of Kariv and Nussbaum are directors of PMGP. PM and PMGP, through the Pontifax Funds, share a contractual right to designate one member of the Issuer's board of directors and may be deemed to be directors by deputization for purposes of Section 16 of the Exchange Act. The purpose of this amendment is to add PM, PMGP and Nussbaum as reporting persons to the Form 3 originally filed by Kariv on 1/29/13 in order to reflect that the securities shown on such form as held by the Pontifax Funds are beneficially owned by PM, PMGP, Nussbaum and Kariv.

F3: This form is also intended to amend the Form 4 statements filed by Kariv on each of 4/10/13, 5/7/13, 6/5/13, 10/31/13, 1/14/16 and 8/17/16, and a Form 5 filed on 2/17/15 (the "Prior Statements") to reflect that the securities shown therein as indirectly held by Kariv through the Pontifax Funds are also beneficially owned by PMII, PMGP and Nussbaum. Each of the reporting persons disclaims beneficial ownership of the securities held by the Pontifax Funds except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission by any reporting person that such person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act or for any other purpose.

F4: Each of PM, PMGP and Nussbaum disclaims beneficial ownership of the securities directly held by Kariv as reflected in the Prior Statements, except to the extent of his or its pecuniary interest therein, and this Form 3/A shall not be deemed an admission by PM, PMGP or Nussbaum that any is a beneficial owner of any securities held by Kariv for purposes of Section 16 or any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: This amendment is being filed to include Pontifax Management II, L.P. ("PM"), Pontifax Management 2 G.P. (2007) Ltd. ("PMGP") and Ran Nussbaum ("Nussbaum") as additional reporting persons to the Form 3 filed by Tomer Kariv ("Kariv") on 1/29/13 and to reflect Kariv as a 10% owner. The reporting persons have re-reported the securities held in Table I solely to gain access to the EDGAR filing system and the Amount of Securities Beneficially Owned has been adjusted to reflect a 1-for-8 combination of the Issuer's common stock completed on 10/29/13.

F2: PM is the general partner of each of Pontifax (Cayman) II L.P. ("PC"), Pontifax (Israel) II L.P. ("PI") and Pontifax (Israel) II - Individual Investors L.P. ("PIII" and together with PC and PI, the "Pontifax Funds"). PMGP is the general partner of PM. Each of Kariv and Nussbaum are directors of PMGP. PM and PMGP, through the Pontifax Funds, share a contractual right to designate one member of the Issuer's board of directors and may be deemed to be directors by deputization for purposes of Section 16 of the Exchange Act. The purpose of this amendment is to add PM, PMGP and Nussbaum as reporting persons to the Form 3 originally filed by Kariv on 1/29/13 in order to reflect that the securities shown on such form as held by the Pontifax Funds are beneficially owned by PM, PMGP, Nussbaum and Kariv.

F3: This form is also intended to amend the Form 4 statements filed by Kariv on each of 4/10/13, 5/7/13, 6/5/13, 10/31/13, 1/14/16 and 8/17/16, and a Form 5 filed on 2/17/15 (the "Prior Statements") to reflect that the securities shown therein as indirectly held by Kariv through the Pontifax Funds are also beneficially owned by PMII, PMGP and Nussbaum. Each of the reporting persons disclaims beneficial ownership of the securities held by the Pontifax Funds except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission by any reporting person that such person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act or for any other purpose.

F4: Each of PM, PMGP and Nussbaum disclaims beneficial ownership of the securities directly held by Kariv as reflected in the Prior Statements, except to the extent of his or its pecuniary interest therein, and this Form 3/A shall not be deemed an admission by PM, PMGP or Nussbaum that any is a beneficial owner of any securities held by Kariv for purposes of Section 16 or any other purpose.

Eloxx Pharmaceuticals, Inc.

Report date June 15, 2022 · Filed June 17, 2022

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Options (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $0.26 · Expires 2032-06-15Direct20,000 Reported balance After 2022-06-15 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2022-06-15 · Grant · Acquired 20,000 · Balance 20,000

F1: The stock option vests as to 50% of the underlying shares on June 15, 2023 and the remainder in twelve (12) equal monthly installments thereafter.

F2: The Reporting Person will assign the economic interests of this grant to the Pontifax funds, where he serves as a director of the General Partner.

Filing footnotes · ownership attribution and instrument terms

F1: The stock option vests as to 50% of the underlying shares on June 15, 2023 and the remainder in twelve (12) equal monthly installments thereafter.

F2: The Reporting Person will assign the economic interests of this grant to the Pontifax funds, where he serves as a director of the General Partner.

LB PHARMACEUTICALS INC

Report date June 03, 2026 · Filed June 05, 2026

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $27.95 · Expires 2036-06-02Direct10,000 Reported balance After 2026-06-03 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-06-03 · Grant · Acquired 10,000 · Balance 10,000

F1: 100% of the shares underlying the option vest on the earlier of (i) June 3, 2027 or (ii) the date of the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service through such vesting date.

Filing footnotes · ownership attribution and instrument terms

F1: 100% of the shares underlying the option vest on the earlier of (i) June 3, 2027 or (ii) the date of the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continuous service through such vesting date.

UroGen Pharma Ltd.

Report date June 06, 2022 · Filed February 28, 2023 · Amendment

Amendment: balances below belong to this corrected disclosure, not necessarily a complete replacement of earlier positions.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Ordinary SharesSEC Table I · non-derivativeIndirectManaging member of entities affiliated with Pontifax Management III G.P. (2011) Ltd.1,434,958 Reported balance After 2022-06-06 transaction · row 1 Amendment: may correct only part of an earlier disclosure.
1 source row

Row 1 · 2022-06-06 · Exercise / conversion · Acquired 1,030 · Balance 1,434,958

F1: On August 25, 2022, the reporting person filed a Form 4 that inadvertently reported 1,433,928 shares of securities beneficially owned following reported transaction instead of 1,434,958 shares.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $5.00 · Expires 2022-09-01IndirectBy Pontifax Cayman III Limited Partnership0 Reported balance After 2022-06-06 transaction · row 2 Amendment: may correct only part of an earlier disclosure.
1 source row

Row 2 · 2022-06-06 · Exercise / conversion · Disposed 1,030 · Balance 0

F2: On August 25, 2022, the reporting person filed a Form 4 that inadvertently list the expiration date as August 31, 2022.

Filing footnotes · ownership attribution and instrument terms

F1: On August 25, 2022, the reporting person filed a Form 4 that inadvertently reported 1,433,928 shares of securities beneficially owned following reported transaction instead of 1,434,958 shares.

F2: On August 25, 2022, the reporting person filed a Form 4 that inadvertently list the expiration date as August 31, 2022.

VBI Vaccines Inc/BC

Report date October 30, 2017 · Filed October 31, 2017

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Shares, no par value per shareSEC Table I · non-derivativeIndirectBy Pontifax (Israel) IV Limited Partnership1,131,972 Reported balance Holding disclosure · report date 2017-10-30 · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · Balance 1,131,972

F1: Mr. Nussmaun is the general partner of each of Pontifax (Israel) IV Limited Partnership, Pontifax (Cayman) IV Limited Partnership and Pontifax (China) IV Limited Partnership and may be deemed to beneficially own the securities held by such entities. Mr. Nussbaum disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Nussbaum states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Nussbaum is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities.

Common Shares, no par value per shareSEC Table I · non-derivativeIndirectBy Pontifax (Cayman) IV Limited Partnership551,089 Reported balance Holding disclosure · report date 2017-10-30 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 551,089

F1: Mr. Nussmaun is the general partner of each of Pontifax (Israel) IV Limited Partnership, Pontifax (Cayman) IV Limited Partnership and Pontifax (China) IV Limited Partnership and may be deemed to beneficially own the securities held by such entities. Mr. Nussbaum disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Nussbaum states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Nussbaum is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities.

Common Shares, no par value per shareSEC Table I · non-derivativeIndirectBy Pontifax (China) IV Limited Partnership612,022 Reported balance Holding disclosure · report date 2017-10-30 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 612,022

F1: Mr. Nussmaun is the general partner of each of Pontifax (Israel) IV Limited Partnership, Pontifax (Cayman) IV Limited Partnership and Pontifax (China) IV Limited Partnership and may be deemed to beneficially own the securities held by such entities. Mr. Nussbaum disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Nussbaum states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Nussbaum is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities.

Warrant (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $3.34 · Expires 2021-10-30IndirectBy Pontifax (Israel) IV Limited PartnershipNot disclosed Reported balance Holding disclosure · report date 2017-10-30 · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · Balance Not disclosed

F1: Mr. Nussmaun is the general partner of each of Pontifax (Israel) IV Limited Partnership, Pontifax (Cayman) IV Limited Partnership and Pontifax (China) IV Limited Partnership and may be deemed to beneficially own the securities held by such entities. Mr. Nussbaum disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Nussbaum states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Nussbaum is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities.

Warrant (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $3.34 · Expires 2021-10-30IndirectBy Pontifax (Cayman) IV Limited PartnershipNot disclosed Reported balance Holding disclosure · report date 2017-10-30 · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · Balance Not disclosed

F1: Mr. Nussmaun is the general partner of each of Pontifax (Israel) IV Limited Partnership, Pontifax (Cayman) IV Limited Partnership and Pontifax (China) IV Limited Partnership and may be deemed to beneficially own the securities held by such entities. Mr. Nussbaum disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Nussbaum states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Nussbaum is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities.

Warrant (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $3.34 · Expires 2021-10-30IndirectBy Pontifax (China) IV Limited PartnershipNot disclosed Reported balance Holding disclosure · report date 2017-10-30 · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · Balance Not disclosed

F1: Mr. Nussmaun is the general partner of each of Pontifax (Israel) IV Limited Partnership, Pontifax (Cayman) IV Limited Partnership and Pontifax (China) IV Limited Partnership and may be deemed to beneficially own the securities held by such entities. Mr. Nussbaum disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Nussbaum states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Nussbaum is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities.

Filing footnotes · ownership attribution and instrument terms

F1: Mr. Nussmaun is the general partner of each of Pontifax (Israel) IV Limited Partnership, Pontifax (Cayman) IV Limited Partnership and Pontifax (China) IV Limited Partnership and may be deemed to beneficially own the securities held by such entities. Mr. Nussbaum disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Mr. Nussbaum states that neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Nussbaum is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities.

Past disclosures · reporting ended (4)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

ARQULE INC

Report date January 16, 2020 · Filed January 16, 2020

Section 16 reporting ended · disclosed 2020-01-16. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Pontifax Fund0 Reported balance After 2020-01-16 transaction · row 1 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 1 · 2020-01-16 · Other · Disposed 2,319,920 · Balance 0

F1: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F2: Represents shares of the Issuer held by Pontifax (China) IV, L.P. ("China IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by China IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Common StockSEC Table I · non-derivativeIndirectBy Pontifax Fund0 Reported balance After 2020-01-16 transaction · row 2 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 2 · 2020-01-16 · Other · Disposed 4,290,550 · Balance 0

F1: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F3: Represents shares of the Issuer held by Pontifax (Israel) IV, L.P. ("Israel IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Common StockSEC Table I · non-derivativeIndirectBy Pontifax Fund0 Reported balance After 2020-01-16 transaction · row 3 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 3 · 2020-01-16 · Other · Disposed 2,088,816 · Balance 0

F1: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F4: Represents shares of the Issuer held by Pontifax (Cayman) IV, L.P. ("Cayman IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Common StockSEC Table I · non-derivativeIndirectBy Pontifax Fund0 Reported balance After 2020-01-16 transaction · row 4 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 4 · 2020-01-16 · Other · Disposed 36,923 · Balance 0

F1: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F5: Represents shares of the Issuer held by Pontifax Late stage Fund L.P., a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Pontifax Late stage Fund L.P. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Common StockSEC Table I · non-derivativeIndirectBy Pontifax Fund0 Reported balance After 2020-01-16 transaction · row 5 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 5 · 2020-01-16 · Other · Disposed 8,611 · Balance 0

F1: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F6: Represents shares of the Issuer held by Pontifax III Management of Fund (2011) Ltd., a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Pontifax III Management Fund (2011) Ltd. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $1.10 · Expires 2027-11-08Direct0 Reported balance After 2020-01-16 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2020-01-16 · Disposition to issuer · Disposed 30,000 · Balance 0

F7: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $2.48 · Expires 2028-05-08Direct0 Reported balance After 2020-01-16 transaction · row 7 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 7 · 2020-01-16 · Disposition to issuer · Disposed 20,000 · Balance 0

F7: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $6.21 · Expires 2029-05-13Direct0 Reported balance After 2020-01-16 transaction · row 8 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 8 · 2020-01-16 · Disposition to issuer · Disposed 40,000 · Balance 0

F7: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

Filing footnotes · ownership attribution and instrument terms

F1: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F2: Represents shares of the Issuer held by Pontifax (China) IV, L.P. ("China IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by China IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

F3: Represents shares of the Issuer held by Pontifax (Israel) IV, L.P. ("Israel IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

F4: Represents shares of the Issuer held by Pontifax (Cayman) IV, L.P. ("Cayman IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

F5: Represents shares of the Issuer held by Pontifax Late stage Fund L.P., a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Pontifax Late stage Fund L.P. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

F6: Represents shares of the Issuer held by Pontifax III Management of Fund (2011) Ltd., a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Pontifax III Management Fund (2011) Ltd. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

F7: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

Section 16 reporting ended · disclosed 2025-10-17. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Stock, $0.0001 par value per shareSEC Table I · non-derivativeIndirectBy Pontifax (Israel) IV, L.P.0 Reported balance After 2025-10-15 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2025-10-15 · Sale · Disposed 2,284,612 · Balance 0

F1: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result, Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. Each of Tomer Kariv and Ran Nussbaum is a Managing Partner of Management 4 and, as a result, Messrs. Kariv and Nussbaum may be deemed to share voting and investment power with respect to the shares held by Israel IV. Management 4 and Messrs. Kariv and Nussbaum disclaim beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

Common Stock, $0.0001 par value per shareSEC Table I · non-derivativeIndirectBy Pontifax (Cayman) IV, L.P.0 Reported balance After 2025-10-15 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2025-10-15 · Sale · Disposed 1,121,045 · Balance 0

F2: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. As a result, Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Each of Tomer Kariv and Ran Nussbaum is a Managing Partner of Management 4 and, as a result, Messrs. Kariv and Nussbaum may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Management 4 and Messrs. Kariv and Nussbaum disclaim beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

Common Stock, $0.0001 par value per shareSEC Table I · non-derivativeIndirectBy Pontifax (China) IV, L.P.0 Reported balance After 2025-10-15 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2025-10-15 · Sale · Disposed 1,226,412 · Balance 0

F3: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. As a result, Management 4 may be deemed to share voting and dispositive power with respect to the shares held by China IV. Each of Tomer Kariv and Ran Nussbaum is a Managing Partner of Management 4 and, as a result, Messrs. Kariv and Nussbaum may be deemed to share voting and investment power with respect to the shares held by China IV. Management 4 and Messrs. Kariv and Nussbaum disclaim beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

Common Stock, $0.0001 par value per shareSEC Table I · non-derivativeIndirectBy Pontifax Late Stage Fund, L.P.0 Reported balance After 2025-10-15 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2025-10-15 · Sale · Disposed 155,262 · Balance 0

F4: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to the Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, Management 4 and Tomer Kariv and Ran Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest therein.

Common Stock, $0.0001 par value per shareSEC Table I · non-derivativeIndirectBy Tomer Kariv5,250 Reported balance Holding disclosure · report date 2025-10-15 · row 5 Holding and transaction disclosures are not merged.
1 source row

Row 5 · Balance 5,250

F5: In connection with the Stock Purchase Agreement, dated October 15, 2025, by and among certain of the Reporting Persons and the Issuer and the resignations of each of Tomer Kariv and Ran Nussbaum from the Issuer's board of directors, the Issuer accelerated the vesting of the restricted stock unit awards and certain options held by Messrs. Kariv and Nussbaum that were previously reported in their respective Form 4 filings.

Common Stock, $0.0001 par value per shareSEC Table I · non-derivativeIndirectBy Ran Nussbaum5,250 Reported balance Holding disclosure · report date 2025-10-15 · row 6 Holding and transaction disclosures are not merged.
1 source row

Row 6 · Balance 5,250

F5: In connection with the Stock Purchase Agreement, dated October 15, 2025, by and among certain of the Reporting Persons and the Issuer and the resignations of each of Tomer Kariv and Ran Nussbaum from the Issuer's board of directors, the Issuer accelerated the vesting of the restricted stock unit awards and certain options held by Messrs. Kariv and Nussbaum that were previously reported in their respective Form 4 filings.

Filing footnotes · ownership attribution and instrument terms

F1: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result, Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. Each of Tomer Kariv and Ran Nussbaum is a Managing Partner of Management 4 and, as a result, Messrs. Kariv and Nussbaum may be deemed to share voting and investment power with respect to the shares held by Israel IV. Management 4 and Messrs. Kariv and Nussbaum disclaim beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

F2: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. As a result, Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Each of Tomer Kariv and Ran Nussbaum is a Managing Partner of Management 4 and, as a result, Messrs. Kariv and Nussbaum may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Management 4 and Messrs. Kariv and Nussbaum disclaim beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

F3: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. As a result, Management 4 may be deemed to share voting and dispositive power with respect to the shares held by China IV. Each of Tomer Kariv and Ran Nussbaum is a Managing Partner of Management 4 and, as a result, Messrs. Kariv and Nussbaum may be deemed to share voting and investment power with respect to the shares held by China IV. Management 4 and Messrs. Kariv and Nussbaum disclaim beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

F4: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to the Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, Management 4 and Tomer Kariv and Ran Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest therein.

F5: In connection with the Stock Purchase Agreement, dated October 15, 2025, by and among certain of the Reporting Persons and the Issuer and the resignations of each of Tomer Kariv and Ran Nussbaum from the Issuer's board of directors, the Issuer accelerated the vesting of the restricted stock unit awards and certain options held by Messrs. Kariv and Nussbaum that were previously reported in their respective Form 4 filings.

Kite Pharma, Inc.

Report date October 03, 2017 · Filed October 05, 2017

Section 16 reporting ended · disclosed 2017-10-05. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect0 Reported balance After 2017-10-03 transaction · row 1
1 source row

Row 1 · 2017-10-03 · Disposition to issuer · Disposed 4,360 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F3: Includes 1,807 shares of Company common stock underlying restricted stock units with respect to Company common stock, including all time-vesting and all performance-vesting restricted stock units, held by a non-employee director of the Company (each a "Director Restricted Stock Unit"). Pursuant to the terms of the Merger Agreement, each Director Restricted Stock Unit held by the Reporting Person fully vested and was cancelled and converted into the right to receive a cash payment equal to the product of (A) $180.00, multiplied by (B) the total number of shares of Company common stock subject to such Director Restricted Stock Unit.

Common StockSEC Table I · non-derivativeIndirectSee footnotes0 Reported balance After 2017-10-03 transaction · row 2 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 2 · 2017-10-03 · Disposition to issuer · Disposed 3,520 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F4: The reporting person is a director of Pontifax Management 2 G.P. (2007) Ltd., which is the general partner of Pontifax Management II L.P., which is the general partner of Pontifax (Cayman) II, L.P., Pontifax (Israel) II, L.P. and Pontifax (Israel) II - Individual Investors, L.P.

F5: The securities are held in the name of Pontifax (Cayman) II L.P.

Common StockSEC Table I · non-derivativeIndirectSee footnotes0 Reported balance After 2017-10-03 transaction · row 3 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 3 · 2017-10-03 · Disposition to issuer · Disposed 2,651 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F4: The reporting person is a director of Pontifax Management 2 G.P. (2007) Ltd., which is the general partner of Pontifax Management II L.P., which is the general partner of Pontifax (Cayman) II, L.P., Pontifax (Israel) II, L.P. and Pontifax (Israel) II - Individual Investors, L.P.

F6: The securities are held in the name of Pontifax (Israel) II, L.P.

Common StockSEC Table I · non-derivativeIndirectSee footnotes0 Reported balance After 2017-10-03 transaction · row 4 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 4 · 2017-10-03 · Disposition to issuer · Disposed 1,029 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F4: The reporting person is a director of Pontifax Management 2 G.P. (2007) Ltd., which is the general partner of Pontifax Management II L.P., which is the general partner of Pontifax (Cayman) II, L.P., Pontifax (Israel) II, L.P. and Pontifax (Israel) II - Individual Investors, L.P.

F7: The securities are held in the name of Pontifax (Israel) II - Individual Investors L.P.

Common StockSEC Table I · non-derivativeIndirectSee footnotes0 Reported balance After 2017-10-03 transaction · row 5 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 5 · 2017-10-03 · Disposition to issuer · Disposed 2,632 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F8: The shares are held in the name of Magna 100 Ltd., of which the reporting person is President and Sultan.

Director Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $1.35 · Expires 2024-03-24Direct0 Reported balance After 2017-10-03 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2017-10-03 · Disposition to issuer · Disposed 50,000 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F10: This option was cancelled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration less the exercise price of the option.

F9: This option provided for vesting of 1/36th of the shares subject thereto on February 28, 2014, and for vesting of the remaining shares subject thereto in 35 equal monthly installments commencing March 30, 2014.

Director Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $59.23 · Expires 2025-06-08Direct0 Reported balance After 2017-10-03 transaction · row 7 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 7 · 2017-10-03 · Disposition to issuer · Disposed 10,000 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F10: This option was cancelled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration less the exercise price of the option.

F11: This option provided for vesting in 12 equal monthly installments following June 9, 2015.

Director Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $50.87 · Expires 2026-05-31Direct0 Reported balance After 2017-10-03 transaction · row 8 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 8 · 2017-10-03 · Disposition to issuer · Disposed 7,000 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F10: This option was cancelled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration less the exercise price of the option.

F12: This option provided for vesting in 12 equal monthly installments following June 1, 2016.

Director Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $91.21 · Expires 2027-06-19Direct0 Reported balance After 2017-10-03 transaction · row 9 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 9 · 2017-10-03 · Disposition to issuer · Disposed 8,810 · Balance 0

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F10: This option was cancelled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration less the exercise price of the option.

F13: This option provided for vesting in 12 equal monthly installments following June 20, 2017.

Filing footnotes · ownership attribution and instrument terms

F1: On August 27, 2017, Kite Pharma, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Gilead Sciences, Inc., a Delaware corporation ("Parent"), and Dodgers Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser").

F2: On October 3, 2017, Purchaser merged with and into the Company pursuant to Section 251(h) of the General Corporation Law of the State of Delaware, with the Company being the surviving corporation and becoming a wholly-owned subsidiary of Parent (the "Merger"), and, pursuant to the terms of the Merger Agreement, each share of Company common stock held by the Reporting Person, other than the shares described in Note 3 below, was converted into the right to receive an amount in cash equal to $180.00 (the "per-share merger consideration"), without interest and subject to any required withholding of taxes.

F3: Includes 1,807 shares of Company common stock underlying restricted stock units with respect to Company common stock, including all time-vesting and all performance-vesting restricted stock units, held by a non-employee director of the Company (each a "Director Restricted Stock Unit"). Pursuant to the terms of the Merger Agreement, each Director Restricted Stock Unit held by the Reporting Person fully vested and was cancelled and converted into the right to receive a cash payment equal to the product of (A) $180.00, multiplied by (B) the total number of shares of Company common stock subject to such Director Restricted Stock Unit.

F4: The reporting person is a director of Pontifax Management 2 G.P. (2007) Ltd., which is the general partner of Pontifax Management II L.P., which is the general partner of Pontifax (Cayman) II, L.P., Pontifax (Israel) II, L.P. and Pontifax (Israel) II - Individual Investors, L.P.

F5: The securities are held in the name of Pontifax (Cayman) II L.P.

F6: The securities are held in the name of Pontifax (Israel) II, L.P.

F7: The securities are held in the name of Pontifax (Israel) II - Individual Investors L.P.

F8: The shares are held in the name of Magna 100 Ltd., of which the reporting person is President and Sultan.

F9: This option provided for vesting of 1/36th of the shares subject thereto on February 28, 2014, and for vesting of the remaining shares subject thereto in 35 equal monthly installments commencing March 30, 2014.

F10: This option was cancelled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration less the exercise price of the option.

F11: This option provided for vesting in 12 equal monthly installments following June 9, 2015.

F12: This option provided for vesting in 12 equal monthly installments following June 1, 2016.

F13: This option provided for vesting in 12 equal monthly installments following June 20, 2017.

Prevail Therapeutics Inc.

Report date January 22, 2021 · Filed January 26, 2021

Section 16 reporting ended · disclosed 2021-01-26. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnote0 Reported balance After 2021-01-22 transaction · row 1 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 1 · 2021-01-22 · Other · Disposed 1,576,881 · Balance 0

F1: Pursuant to the terms of the Merger Agreement, these shares were tendered and disposed of at the Acceptance Time in exchange for the right to receive (i) $22.50 per share of common stock, net to the seller in cash, without interest (the "Closing Amount"), plus (ii) one contingent value right per share (a "CVR"), which shall represent the right to receive certain consideration based on the achievement of net sales milestones.

F2: Includes (a) 242,141 shares held by Pontifax (Cayman) V L.P., (b) 352,209 shares held by Pontifax (China) V L.P., (c) 906,537 shares held by Pontifax (Israel) V Limited Partnership, and (d) 75,994 shares held by Pontifax Late Stage Fund, L.P. (together, the "Pontifax Entities"). Pontifax 5 G.P. L.P.("Pontifax 5 GP") is the general partner of each of the Pontifax Entities, and Pontifax Management 4 G.P. (2015) Ltd. ("Pontifax Management") is the general partner of Pontifax 5 GP. The Reporting Person is one of two Managing Partners of Pontifax Management and, as a result, may be deemed to share voting and investment power with respect to the shares held by each of the Pontifax Entities. The Reporting Person disclaims beneficial ownership of those shares held by the Pontifax Entities, except to the extent of his pecuniary interest therein.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $16.98Direct0 Reported balance After 2021-01-22 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2021-01-22 · Disposition to issuer · Disposed 17,000 · Balance 0

F3: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each option to purchase shares of the Issuer's common stock, whether or not vested, was automatically cancelled, by virtue of the Merger and without any action on the part of the Reporting Person, and the Reporting Person was entitled to receive (A) an amount of cash (less applicable tax withholdings) equal to the product of (i) the excess, if any, of the Closing Amount over the applicable exercise price per share underlying such stock option multiplied by (ii) the total number of shares subject to such stock option, and (B) one CVR for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

Filing footnotes · ownership attribution and instrument terms

F1: Pursuant to the terms of the Merger Agreement, these shares were tendered and disposed of at the Acceptance Time in exchange for the right to receive (i) $22.50 per share of common stock, net to the seller in cash, without interest (the "Closing Amount"), plus (ii) one contingent value right per share (a "CVR"), which shall represent the right to receive certain consideration based on the achievement of net sales milestones.

F2: Includes (a) 242,141 shares held by Pontifax (Cayman) V L.P., (b) 352,209 shares held by Pontifax (China) V L.P., (c) 906,537 shares held by Pontifax (Israel) V Limited Partnership, and (d) 75,994 shares held by Pontifax Late Stage Fund, L.P. (together, the "Pontifax Entities"). Pontifax 5 G.P. L.P.("Pontifax 5 GP") is the general partner of each of the Pontifax Entities, and Pontifax Management 4 G.P. (2015) Ltd. ("Pontifax Management") is the general partner of Pontifax 5 GP. The Reporting Person is one of two Managing Partners of Pontifax Management and, as a result, may be deemed to share voting and investment power with respect to the shares held by each of the Pontifax Entities. The Reporting Person disclaims beneficial ownership of those shares held by the Pontifax Entities, except to the extent of his pecuniary interest therein.

F3: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each option to purchase shares of the Issuer's common stock, whether or not vested, was automatically cancelled, by virtue of the Merger and without any action on the part of the Reporting Person, and the Reporting Person was entitled to receive (A) an amount of cash (less applicable tax withholdings) equal to the product of (i) the excess, if any, of the Closing Amount over the applicable exercise price per share underlying such stock option multiplied by (ii) the total number of shares subject to such stock option, and (B) one CVR for each share subject to such stock option immediately prior to the Effective Time (without regard to vesting).

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
January 22, 2021 Filed Jan 26, 2021 17:07 UTC Prevail Therapeutics Inc. PRVL · Entity 11821 OtherCommon Stock 1,576,881 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-21-005410 · doc4.xml · nonDerivative · entry 1

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F1 · price: Pursuant to the terms of the Merger Agreement, these shares were tendered and disposed of at the Acceptance Time in exchange for the right to receive (i) $22.50 per share of common stock, net to the seller in cash, without interest (the "Closing Amount"), plus (ii) one contingent value right per share (a "CVR"), which shall represent the right to receive certain consideration based on the achievement of net sales milestones.

F2 · ownership.nature: Includes (a) 242,141 shares held by Pontifax (Cayman) V L.P., (b) 352,209 shares held by Pontifax (China) V L.P., (c) 906,537 shares held by Pontifax (Israel) V Limited Partnership, and (d) 75,994 shares held by Pontifax Late Stage Fund, L.P. (together, the "Pontifax Entities"). Pontifax 5 G.P. L.P.("Pontifax 5 GP") is the general partner of each of the Pontifax Entities, and Pontifax Management 4 G.P. (2015) Ltd. ("Pontifax Management") is the general partner of Pontifax 5 GP. The Reporting Person is one of two Managing Partners of Pontifax Management and, as a result, may be deemed to share voting and investment power with respect to the shares held by each of the Pontifax Entities. The Reporting Person disclaims beneficial ownership of those shares held by the Pontifax Entities, except to the extent of his pecuniary interest therein.

Read SEC document
November 17, 2020 Filed Nov 19, 2020 16:40 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 6,000 $50.00 $300,000.00
Disclosure

SEC source: 0001209191-20-059411 · doc4.xml · nonDerivative · entry 4

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

Pontifax (Israel) IV, L.P. · CIK 0001726039 · 10% owner

Pontifax (Cayman) IV L.P. · CIK 0001726029 · 10% owner

Pontifax (China) IV L.P. · CIK 0001726030 · 10% owner

Pontifax Late Stage Fund L.P. · CIK 0001793769 · 10% owner

Pontifax Late Stage GP Ltd. · CIK 0001793770 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 155,262

F4 · ownership.nature: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, each of Management 4 and the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds.

F5 · ownership.nature: Each of Management 4, Late Stage GP and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
November 17, 2020 Filed Nov 19, 2020 16:40 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 14,400 $50.00 $720,000.00
Disclosure

SEC source: 0001209191-20-059411 · doc4.xml · nonDerivative · entry 3

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

Pontifax (Israel) IV, L.P. · CIK 0001726039 · 10% owner

Pontifax (Cayman) IV L.P. · CIK 0001726029 · 10% owner

Pontifax (China) IV L.P. · CIK 0001726030 · 10% owner

Pontifax Late Stage Fund L.P. · CIK 0001793769 · 10% owner

Pontifax Late Stage GP Ltd. · CIK 0001793770 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,228,326

F3 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
November 17, 2020 Filed Nov 19, 2020 16:40 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 12,966 $50.00 $648,300.00
Disclosure

SEC source: 0001209191-20-059411 · doc4.xml · nonDerivative · entry 2

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

Pontifax (Israel) IV, L.P. · CIK 0001726039 · 10% owner

Pontifax (Cayman) IV L.P. · CIK 0001726029 · 10% owner

Pontifax (China) IV L.P. · CIK 0001726030 · 10% owner

Pontifax Late Stage Fund L.P. · CIK 0001793769 · 10% owner

Pontifax Late Stage GP Ltd. · CIK 0001793770 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,122,768

F2 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
November 17, 2020 Filed Nov 19, 2020 16:40 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 26,634 $50.00 $1,331,700.00
Disclosure

SEC source: 0001209191-20-059411 · doc4.xml · nonDerivative · entry 1

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

Pontifax (Israel) IV, L.P. · CIK 0001726039 · 10% owner

Pontifax (Cayman) IV L.P. · CIK 0001726029 · 10% owner

Pontifax (China) IV L.P. · CIK 0001726030 · 10% owner

Pontifax Late Stage Fund L.P. · CIK 0001793769 · 10% owner

Pontifax Late Stage GP Ltd. · CIK 0001793770 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 2,288,151

F1 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
June 17, 2020 Filed Jun 19, 2020 18:38 UTC Prevail Therapeutics Inc. PRVL · Entity 11821 GrantStock Option (Right to Buy) · Derivative 17,000 $0.00 Strike: $16.98 $0.00
Disclosure

SEC source: 0001209191-20-038058 · doc4.xml · derivative · entry 1

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,000

Underlying: Common Stock · 17,000 shares

Expires 2030-06-17

F1 · derivative.exercise_date: This option was granted to the Reporting Person pursuant to the Issuer's non-employee director compensation policy. The shares underlying the option vest and become exercisable on the earlier of (i) June 17, 2021 and (ii) the date immediately prior to the Issuer's next annual meeting of stockholders following the grant date, in each case, subject to the Reporting Person's continued service as a director through such date.

Read SEC document
June 08, 2020 Filed Jun 10, 2020 22:41 UTC UroGen Pharma Ltd. URGN · Entity 4466 GrantStock Option (right to buy) · Derivative 10,000 $0.00 Strike: $28.24 $0.00
Disclosure

SEC source: 0001209191-20-035682 · doc4.xml · derivative · entry 1

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Ordinary Shares · 10,000 shares

Expires 2030-06-07

F1 · derivative.exercise_date: The shares underlying the stock option will vest in equal quarterly installments over a period of one year.

Read SEC document
May 20, 2020 Filed May 22, 2020 20:10 UTC Eloxx Pharmaceuticals, Inc. ELOX · Entity 7180 GrantStock Option (Right to Buy) · Derivative 20,000 $0.00 Strike: $3.39 $0.00
Disclosure

SEC source: 0001415889-20-001299 · form4-05222020_040506.xml · derivative · entry 1

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2030-05-20

F1 · derivative.exercise_date: The stock option was issued pursuant to the Issuer's 2018 Equity Incentive Plan and vests as follows: one half (1/2) of the shares underlying the option shall vest on May 20, 2021 (the "Cliff Vesting Date"), the remainder of the grant shall vest in twelve (12) equal installments on each successive monthly anniversary of the Cliff Vesting Date, subject to Reporting Person's continuous service as of each such date.

F2 · ownership.direct: The Reporting Person will assign the economic interests of this grant to the Pontifax funds, where he serves as a director of the General Partner.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries C Preferred Stock · Derivative 36,858 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 26

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 36,858 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F5 · ownership.nature: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, each of Management 4 and the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds.

F6 · ownership.nature: Each of Management 4, Late Stage GP and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries C Preferred Stock · Derivative 79,653 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 25

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 79,653 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F4 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries C Preferred Stock · Derivative 88,460 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 24

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 88,460 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F3 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries C Preferred Stock · Derivative 163,612 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 23

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 163,612 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F2 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries B-1 Preferred Stock · Derivative 68,654 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 22

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 68,654 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F5 · ownership.nature: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, each of Management 4 and the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds.

F6 · ownership.nature: Each of Management 4, Late Stage GP and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries B-1 Preferred Stock · Derivative 91,538 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 21

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 91,538 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F4 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries B-1 Preferred Stock · Derivative 82,425 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 20

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 82,425 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F3 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries B-1 Preferred Stock · Derivative 169,307 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 19

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 169,307 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F2 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries A Preferred Stock · Derivative 737,226 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 18

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 737,226 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F4 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries A Preferred Stock · Derivative 663,825 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 17

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 663,825 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F3 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionSeries A Preferred Stock · Derivative 1,363,542 $0.00 $0.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · derivative · entry 16

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 1,363,542 shares

Expires not disclosed

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_price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.exercise_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F1 · derivative.expiration_date: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F2 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 43,750 $16.00 $700,000.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 15

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 149,262

F5 · ownership.nature: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, each of Management 4 and the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds.

F6 · ownership.nature: Each of Management 4, Late Stage GP and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 105,000 $16.00 $1,680,000.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 14

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,213,926

F4 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 94,546 $16.00 $1,512,736.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 13

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,109,802

F3 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 PurchaseCommon Stock 194,203 $16.00 $3,107,248.00
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 12

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 2,261,517

F2 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 36,858 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 11

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 105,512

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.

F1 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F5 · ownership.nature: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, each of Management 4 and the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds.

F6 · ownership.nature: Each of Management 4, Late Stage GP and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 79,653 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 10

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,108,926

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F4 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 88,460 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 9

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,015,256

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F3 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 163,612 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 8

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 2,067,314

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F2 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 68,654 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 7

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 68,654

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F5 · ownership.nature: The securities are held by Pontifax Late Stage Fund, L.P. ("Late Stage"). Pontifax Late Stage GP Ltd. ("Late Stage GP") is the general partner of Late Stage and the sole shareholder of Late Stage GP is Mr. Shlomo Karako. Pursuant to Strategic Alliance Agreement, dated August 9, 2018, between Late Stage, Israel IV, Cayman IV and China IV (collectively the, "Pontifax IV Funds"), Late Stage invests side-by-side with the Pontifax IV Funds. By virtue of the strategic relationship, each of Management 4 and the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by Late Stage in a manner similar to the voting and investment power with respect to the shares held by each of the Pontifax IV Funds.

F6 · ownership.nature: Each of Management 4, Late Stage GP and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 91,538 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 6

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,029,273

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F4 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 82,425 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 5

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 926,796

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F3 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 169,307 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 4

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,903,702

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F2 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 737,226 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 3

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 937,735

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F4 · ownership.nature: The securities are held by Pontifax (China) IV, L.P. ("China IV"). Management 4 is the ultimate general partner of China IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by China IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 663,825 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 2

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 844,371

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F3 · ownership.nature: The securities are held by Pontifax (Cayman) IV, L.P. ("Cayman IV"). Management 4 is the ultimate general partner of Cayman IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Cayman IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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April 13, 2020 Filed Apr 13, 2020 21:16 UTC Keros Therapeutics, Inc. KROS · Entity 6242 ConversionCommon Stock 1,363,542 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-20-024229 · doc4.xml · nonDerivative · entry 1

Nussbaum Ran · CIK 0001609805 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 1,734,395

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 · price: Each share of Series A Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock converted into shares of Common Stock upon the closing of the Issuer's initial public offering, on a one-for-one basis, and had no expiration date.

F2 · ownership.nature: The securities are held by Pontifax (Israel) IV, L.P. ("Israel IV"). Pontifax Management 4 G.P. (2015) Ltd. ("Management 4") is the ultimate general partner of Israel IV. As a result Management 4 may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. The Reporting Person, a member of the board of directors of the Issuer, is a Managing Partner of Management 4 and, as a result, may be deemed to share voting and investment power with respect to the shares held by Israel IV. Each of Management 4 and the Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 Disposition to issuerStock Option (Right to Buy) · Derivative 40,000 Not disclosed Strike: $6.21 Not disclosed
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · derivative · entry 8

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 40,000 shares

Expires 2029-05-13

F7 · price: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

F7 · derivative.exercise_date: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 Disposition to issuerStock Option (Right to Buy) · Derivative 20,000 Not disclosed Strike: $2.48 Not disclosed
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · derivative · entry 7

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 20,000 shares

Expires 2028-05-08

F7 · price: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

F7 · derivative.exercise_date: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 Disposition to issuerStock Option (Right to Buy) · Derivative 30,000 Not disclosed Strike: $1.10 Not disclosed
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · derivative · entry 6

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 30,000 shares

Expires 2027-11-08

F7 · price: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

F7 · derivative.exercise_date: Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 OtherCommon Stock 8,611 $20.00 $172,220.00
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · nonDerivative · entry 5

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

F1 · kind: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F6 · ownership.nature: Represents shares of the Issuer held by Pontifax III Management of Fund (2011) Ltd., a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Pontifax III Management Fund (2011) Ltd. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 OtherCommon Stock 36,923 $20.00 $738,460.00
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · nonDerivative · entry 4

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

F1 · kind: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F5 · ownership.nature: Represents shares of the Issuer held by Pontifax Late stage Fund L.P., a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Pontifax Late stage Fund L.P. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 OtherCommon Stock 2,088,816 $20.00 $41,776,320.00
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · nonDerivative · entry 3

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

F1 · kind: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F4 · ownership.nature: Represents shares of the Issuer held by Pontifax (Cayman) IV, L.P. ("Cayman IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 OtherCommon Stock 4,290,550 $20.00 $85,811,000.00
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · nonDerivative · entry 2

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

F1 · kind: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F3 · ownership.nature: Represents shares of the Issuer held by Pontifax (Israel) IV, L.P. ("Israel IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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January 16, 2020 Filed Jan 16, 2020 15:57 UTC ARQULE INC ARQL · Entity 11927 OtherCommon Stock 2,319,920 $20.00 $46,398,400.00
Disclosure

SEC source: 0001104659-20-004728 · tm203607d9_4.xml · nonDerivative · entry 1

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

F1 · kind: On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.

F2 · ownership.nature: Represents shares of the Issuer held by Pontifax (China) IV, L.P. ("China IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by China IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Exercise / conversionCommon Stock Warrants · Derivative 400,558 $0.00 Strike: $1.75 $0.00
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · derivative · entry 11

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

Underlying: Common Stock · 400,558 shares

Expires 2022-05-08

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: Fully Vested.

F4 · ownership.nature: Represents shares of the Issuer held by Pontifax Late stage Fund L.P., a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Pontifax Late stage Fund L.P. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Exercise / conversionCommon Stock Warrants · Derivative 823,632 $0.00 Strike: $1.75 $0.00
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · derivative · entry 10

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

Underlying: Common Stock · 823,632 shares

Expires 2022-05-08

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: Fully Vested.

F3 · ownership.nature: Represents shares of the Issuer held by Pontifax (Cayman) IV, L.P. ("Cayman IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Exercise / conversionCommon Stock Warrants · Derivative 445,524 $0.00 Strike: $1.75 $0.00
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · derivative · entry 9

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 0

Underlying: Common Stock · 445,524 shares

Expires 2022-05-08

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: Fully Vested.

F1 · ownership.nature: Represents shares of the Issuer held by Pontifax (China) IV, L.P. ("China IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by China IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Tax withholdingCommon Stock 34,857 $20.11 $700,974.27
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · nonDerivative · entry 6

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 2,088,816

F3 · ownership.nature: Represents shares of the Issuer held by Pontifax (Cayman) IV, L.P. ("Cayman IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Exercise / conversionCommon Stock 400,558 $1.75 $700,976.50
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · nonDerivative · entry 5

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 2,123,673

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.

F3 · ownership.nature: Represents shares of the Issuer held by Pontifax (Cayman) IV, L.P. ("Cayman IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Cayman IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Tax withholdingCommon Stock 71,674 $20.11 $1,441,364.14
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · nonDerivative · entry 4

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 4,290,550

F2 · ownership.nature: Represents shares of the Issuer held by Pontifax (Israel) IV, L.P. ("Israel IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Read SEC document
December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Exercise / conversionCommon Stock 823,632 $1.75 $1,441,356.00
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · nonDerivative · entry 3

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 4,362,224

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.

F2 · ownership.nature: Represents shares of the Issuer held by Pontifax (Israel) IV, L.P. ("Israel IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by Israel IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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December 24, 2019 Filed Dec 27, 2019 20:48 UTC ARQULE INC ARQL · Entity 11927 Tax withholdingCommon Stock 38,770 $20.11 $779,664.70
Disclosure

SEC source: 0001104659-19-076530 · tm1927513d1_4.xml · nonDerivative · entry 2

Nussbaum Ran · CIK 0001609805 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Pontifax Fund

Disclosed balance after: 2,319,920

F1 · ownership.nature: Represents shares of the Issuer held by Pontifax (China) IV, L.P. ("China IV"), a member of the Pontifax Group. Mr. Nussbaum is a Managing Partner of the Pontifax Group. By virtue of this relationship, Mr. Nussbaum may be deemed to share voting and dispositive power with respect to the shares held by China IV. Mr. Nussbaum disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.