Fuhrman Alan

SEC source: 0001193125-26-394731 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 37,115

F1 · kind: These shares were acquired under the Issuer's 2021 Employee Stock Purchase Plan.

F2 · balance_after: Includes restricted stock units.

SEC source: 0001193125-26-212115 · ownership.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 67,000

Underlying: Common Stock · 67,000 shares

Expires 2036-05-04

F3 · derivative.exercise_date: 1/48th of the shares subject to the option vest monthly following May 5, 2026, the vesting commencement date, subject to the Reporting Person's continuous service to the Issuer through each vesting date.

SEC source: 0001193125-26-212115 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 36,164

F1 · shares: Represents restricted stock units ("RSUs") granted on May 5, 2026. 1/4 of the total number of RSUs granted vest on each of the first four anniversaries of May 5, 2026, the vesting commencement date, subject to the Reporting Person's continuous service through each vesting date. Each RSU represents a contingent right to receive one share of common stock of the Issuer.

F2 · balance_after: Includes RSUs.

SEC source: 0001193125-26-111100 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 16,164

F1 · kind: These shares were acquired under the Issuer's 2021 Employee Stock Purchase Plan.

SEC source: 0001193125-25-206439 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 14,788

F1 · kind: These shares were acquired under the Issuer's 2021 Employee Stock Purchase Plan.

SEC source: 0000950170-25-105153 · ownership.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 170,000

Underlying: Common Stock · 170,000 shares

Expires 2035-08-06

F1 · derivative.exercise_date: 1/48th of the shares subject to the option vest monthly following August 7, 2025, the vesting commencement date, subject to the Reporting Person's continuous service to the Issuer through each vesting date.

SEC source: 0001104659-25-065312 · tm2519678-11_4seq1.xml · derivative · entry 6

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 12,216 shares

Expires not disclosed

F1 · kind: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2025 (the "Merger Agreement"), by and among the Issuer, Merck KGaA, Darmstadt, Germany, a German corporation with general partners ("Parent"), and EMD Holdings Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of July 1, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

F5 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · price: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.exercise_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.expiration_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

SEC source: 0001104659-25-065312 · tm2519678-11_4seq1.xml · derivative · entry 5

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 13,774 shares

Expires not disclosed

F1 · kind: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2025 (the "Merger Agreement"), by and among the Issuer, Merck KGaA, Darmstadt, Germany, a German corporation with general partners ("Parent"), and EMD Holdings Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of July 1, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

F5 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · price: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.exercise_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.expiration_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

SEC source: 0001104659-25-065312 · tm2519678-11_4seq1.xml · derivative · entry 4

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 15,318 shares

Expires not disclosed

F1 · kind: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2025 (the "Merger Agreement"), by and among the Issuer, Merck KGaA, Darmstadt, Germany, a German corporation with general partners ("Parent"), and EMD Holdings Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of July 1, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

F5 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · price: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.exercise_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.expiration_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

SEC source: 0001104659-25-065312 · tm2519678-11_4seq1.xml · derivative · entry 3

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 7,464 shares

Expires not disclosed

F1 · kind: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2025 (the "Merger Agreement"), by and among the Issuer, Merck KGaA, Darmstadt, Germany, a German corporation with general partners ("Parent"), and EMD Holdings Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of July 1, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

F5 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · price: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.exercise_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.expiration_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

SEC source: 0001104659-25-065312 · tm2519678-11_4seq1.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 29,983 shares

Expires not disclosed

F1 · kind: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2025 (the "Merger Agreement"), by and among the Issuer, Merck KGaA, Darmstadt, Germany, a German corporation with general partners ("Parent"), and EMD Holdings Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of July 1, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

F5 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · price: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.exercise_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

F5 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 6)

F6 · derivative.expiration_date: (Continued from footnote 5) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

SEC source: 0001104659-25-065312 · tm2519678-11_4seq1.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

F1 · kind: This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2025 (the "Merger Agreement"), by and among the Issuer, Merck KGaA, Darmstadt, Germany, a German corporation with general partners ("Parent"), and EMD Holdings Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of July 1, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

F2 · shares: Includes 10,060 shares underlying restricted stock units (each, an "RSU") granted under the Issuer's 2019 Stock Option and Equity Incentive Plan (the "Plan"). Each RSU represents a contingent right to receive one share of Issuer common stock.

F3 · price: Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer common stock was cancelled and automatically converted into the right to receive $47.00 in cash, without interest and subject to any required tax withholding (the "Merger Consideration").

F4 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding RSU, whether vested or unvested, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the Merger Consideration payable with respect to such RSU multiplied by (ii) the total number of shares of Issuer common stock subject to such RSU immediately prior to the Effective Time (each a "Parent Cash-Based RSU Award"). Each Parent Cash-Based RSU Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such RSU immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based RSU Award will vest, subject to the applicable holder's continued employment with Parent through such date.

SEC source: 0001104659-25-049658 · tm2515271-3_4seq1.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 24,727

F1 · kind: This transaction represents a grant of restricted stock units ("RSUs") pursuant to the terms of the Issuer's Amended and Restated Non-Employee Director Compensation Policy which provides for annual equity grants to the Issuer's non-employee directors on the date of the Issuer's annual meeting of stockholders. The RSUs shall vest in full on the earlier of (i) May 14, 2026 and (ii) the next annual meeting of stockholders, subject to continued service to the Issuer by the Reporting Person.

SEC source: 0000950170-25-041550 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 14,087

F1 · kind: These shares were acquired under the Issuer's 2021 Employee Stock Purchase Plan.

SEC source: 0000950170-24-120099 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 12,849

F1 · price: Represents the weighted average price for the entire number of shares purchased. The actual prices range between $15.95 to $16.00. Detailed information on the exact number of shares purchased at each price can be obtained from the Issuer upon request.

SEC source: 0000950170-24-107391 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,349

F1 · kind: These shares were acquired under the Issuer's 2021 Employee Stock Purchase Plan.

SEC source: 0000950170-24-098150 · ownership.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 115,000

Underlying: Common Stock · 115,000 shares

Expires 2034-08-13

F1 · derivative.exercise_date: 1/48th of the shares subject to the option vest monthly following August 14, 2024, the vesting commencement date, subject to the Reporting Person's continuous service to the Issuer through each vesting date.

SEC source: 0001628280-24-025219 · wk-form4_1716581817.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 32,500

Underlying: Common Stock · 32,500 shares

Expires 2034-05-23

F1 · derivative.exercise_date: The awards vest in full on the earlier of (i) May 23, 2025 and (ii) the Issuer's next annual meeting of stockholders following May 23, 2024.

SEC source: 0001628280-24-025219 · wk-form4_1716581817.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 53,404

F1 · shares: The awards vest in full on the earlier of (i) May 23, 2025 and (ii) the Issuer's next annual meeting of stockholders following May 23, 2024.

SEC source: 0001104659-24-062978 · tm2414847-2_4seq1.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 12,216

Underlying: Common Stock · 12,216 shares

Expires 2034-05-16

F2 · kind: This transaction represents a grant of options pursuant to the terms of the Issuer's Amended and Restated Non-Employee Director Compensation Policy which provides for annual equity grants to the Issuer's non-employee directors on the date of the Issuer's annual meeting of stockholders.

F3 · derivative.exercise_date: The options shall vest in full on the earlier of (i) May 16, 2025 and (ii) the next annual meeting of stockholders, subject to continued service to the Issuer by the Reporting Person.

SEC source: 0001104659-24-062978 · tm2414847-2_4seq1.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 14,667

F1 · kind: This transaction represents a grant of restricted stock units ("RSUs") pursuant to the terms of the Issuer's Amended and Restated Non-Employee Director Compensation Policy which provides for annual equity grants to the Issuer's non-employee directors on the date of the Issuer's annual meeting of stockholders. The RSUs shall vest in full on the earlier of (i) May 16, 2025 and (ii) the next annual meeting of stockholders, subject to continued service to the Issuer by the Reporting Person.

SEC source: 0000950170-24-033848 · ownership.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 2,395

F1 · kind: These shares were acquired under the Issuer's 2021 Employee Stock Purchase Plan.

SEC source: 0001209191-23-050090 · doc4.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,463

F1 · kind: These shares were acquired under the Issuer's 2021 Employee Stock Purchase Plan.

SEC source: 0001209191-23-044035 · doc4.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 62,685

Underlying: Common Stock · 62,685 shares

Expires 2033-07-27

F1 · derivative.exercise_date: 25% of the shares subject to the option will vest on July 28, 2024, and 1/48th of the shares subject to the option vest monthly thereafter, subject to the Reporting Person's continuous service to the Issuer through each vesting date.

SEC source: 0001628280-23-022461 · wf-form4_168694618411194.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 21,000

Underlying: Common Stock · 21,000 shares

Expires 2033-06-15

F1 · derivative.exercise_date: The awards vest in full on the earlier of (i) June 15, 2024 and (ii) the Issuer's next annual meeting of stockholders following June 15, 2023.

SEC source: 0001628280-23-022461 · wf-form4_168694618411194.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,404

F1 · shares: The awards vest in full on the earlier of (i) June 15, 2024 and (ii) the Issuer's next annual meeting of stockholders following June 15, 2023.

SEC source: 0001104659-23-064645 · tm2317015-2_4seq1.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 13,774

Underlying: Common Stock · 13,774 shares

Expires 2033-05-24

F2 · kind: This transaction represents a grant of options pursuant to the terms of the Issuer's Amended and Restated Non-Employee Director Compensation Policy which provides for annual equity grants to the Issuer's non-employee directors on the date of the Issuer's annual meeting of stockholders.

F3 · derivative.exercise_date: The options shall vest in full on the earlier of (1) May 24, 2024 and (2) the next annual meeting of stockholders, subject to continued service to the Issuer by the Reporting Person.

SEC source: 0001104659-23-064645 · tm2317015-2_4seq1.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 10,572

F1 · kind: This transaction represents a grant of restricted stock units ("RSUs") pursuant to the terms of the Issuer's Amended and Restated Non-Employee Director Compensation Policy which provides for annual equity grants to the Issuer's non-employee directors on the date of the Issuer's annual meeting of stockholders. The RSUs shall vest in full on the earlier of (1) May 24, 2024 and (2) the next annual meeting of stockholders, subject to continued service to the Issuer by the Reporting Person.

SEC source: 0001209191-23-000300 · doc4.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 328,000

Underlying: Common Stock · 328,000 shares

Expires 2032-12-31

F1 · derivative.exercise_date: 25% of the shares subject to the option shall vest on January 1, 2024, and 1/36th of the remaining number of shares subject to the option vest monthly thereafter, subject to the Reporting Person's continuous service to the Issuer through each vesting date.

SEC source: 0001209191-23-000300 · doc4.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 32,800

Underlying: Common Stock · 32,800 shares

Expires 2032-12-31

F1 · derivative.exercise_date: 25% of the shares subject to the option shall vest on January 1, 2024, and 1/36th of the remaining number of shares subject to the option vest monthly thereafter, subject to the Reporting Person's continuous service to the Issuer through each vesting date.

F2 · derivative.exercise_date: The option vests based on achievement of a performance objective.

SEC source: 0000899243-22-020078 · doc4.xml · derivative · entry 3

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 22,736 shares

Expires 2029-06-12

F1 · kind: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

F1 · price: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

F1 · derivative.exercise_date: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

SEC source: 0000899243-22-020078 · doc4.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 10,030 shares

Expires 2031-06-16

F1 · kind: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

F1 · price: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

F1 · derivative.exercise_date: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

SEC source: 0000899243-22-020078 · doc4.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 246,671 shares

Expires 2031-10-27

F1 · kind: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

F1 · price: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

F1 · derivative.exercise_date: At the effective time of the merger contemplated by the Agreement and Plan of Merger dated April 18, 2022, among Checkmate Pharmaceuticals, Inc. (the "Issuer"), Regeneron Pharmaceuticals, and Scandinavian Acquisition Sub, Inc. (the "Merger"), each option granted by the Issuer to purchase Issuer Common Stock, whether or not vested, which has a per share exercise price that is less than $10.50 (each, an "In the Money Issuer Option") that was outstanding and unexercised as of immediately prior to the effective time of the Merger was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the total number of Issuer Common Stock subject to such In the Money Issuer Option and (2) the excess of $10.50 over the exercise price of such In the Money Issuer Option, subject to any required withholding of taxes.

SEC source: 0001628280-22-015580 · wf-form4_165368233570242.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,000

Underlying: Common Stock · 20,000 shares

Expires 2032-05-26

F1 · derivative.exercise_date: The awards vest in full on the earlier of (i) May 26, 2023 and (ii) the Issuer's next annual meeting of stockholders following May 26, 2022.

SEC source: 0001104659-22-063507 · tm2216253-3_4seq1.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,318

Underlying: Common Stock · 15,318 shares

Expires 2032-05-19

F3 · kind: This transaction represents a grant of options pursuant to the terms of the Issuer's Amended and Restated Non-Employee Director Compensation Policy which provides for annual equity grants to the Issuer's non-employee directors on the date of the Issuer's annual meeting of stockholders.

F4 · derivative.exercise_date: The options shall vest in full on the earlier of (1) May 19, 2023 and (2) the next annual meeting of stockholders, subject to continued service to the Issuer by the Reporting Person.

SEC source: 0001104659-22-063507 · tm2216253-3_4seq1.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,924

F1 · kind: This transaction represents a grant of restricted stock units ("RSUs") pursuant to the terms of the Issuer's Amended and Restated Non-Employee Director Compensation Policy which provides for annual equity grants to the Issuer's non-employee directors on the date of the Issuer's annual meeting of stockholders. The RSUs shall vest in full on the earlier of (1) May 19, 2023 and (2) the next annual meeting of stockholders, subject to continued service to the Issuer by the Reporting Person.

F2 · balance_after: Reflects a correction to the total number of securities beneficially owned, previously reported on a Form 4 filed on May 21, 2021.

SEC source: 0000899243-21-042072 · doc4.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 246,671

Underlying: Common Stock · 246,671 shares

Expires 2031-10-27

F1 · derivative.exercise_date: This option shall vest in 12 equal monthly installments, subject to the Reporting Person's continuous service to the Issuer on each such date.

SEC source: 0000899243-21-025178 · doc4.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,030

Underlying: Common Stock · 10,030 shares

Expires 2031-06-16

F1 · derivative.exercise_date: This option was granted on June 16, 2021 with respect to 10,030 shares of the Issuer's common stock and vests in full on the earlier to occur of (a) the first anniversary of the grant date or (b) the date of the next annual meeting of stockholders following the grant date.

SEC source: 0001628280-21-011361 · wf-form4_162223314167157.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,254

F1 · shares: The shares vest in full on the earlier of (i) May 27, 2022 and (ii) the Issuer's next annual meeting of stockholders following May 27, 2021.

SEC source: 0001104659-21-070519 · tm2117215-5_4seq1.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,998

Underlying: Common Stock · 6,998 shares

Expires 2031-05-20

F2 · derivative.exercise_date: The options shall vest in full on the earlier of (1) May 20, 2022 and (2) the next annual meeting of stockholders, subject to continued service to the Issuer on the vesting date.

SEC source: 0001104659-21-070519 · tm2117215-5_4seq1.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,227

F1 · shares: Represents restricted stock awards. The restricted stock awards shall vest in full on the earlier of (1) May 20, 2022 and (2) the next annual meeting of stockholders, subject to continued service to the Issuer on the vesting date.

SEC source: 0001179110-20-006720 · edgar.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,878

F1 · shares: The shares vest in full on the earlier of (i) May 28, 2021 and (ii) the Issuer's next annual meeting of stockholders following May 28, 2020.

SEC source: 0001104659-20-065412 · tm2020645d6_form4.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,464

Underlying: Common Stock · 7,464 shares

Expires 2030-05-20

F1 · derivative.exercise_date: This option shall vest in full on the earlier of (1) May 20, 2021 or (2) the next annual meeting of stockholders, subject to continued service to the Issuer on the vesting date.

SEC source: 0001179110-20-006246 · edgar.xml · nonDerivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,657

F1 · shares: Vests in equal monthly installments rounded down to the nearest whole share over the 36 months following May 15, 2020, with the balance of the shares vesting on the last monthly vesting date which is the third anniversary of May 15, 2020.

SEC source: 0001144204-19-044795 · tv529544_form4.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 29,983

Underlying: Common Stock · 29,983 shares

Expires 2029-09-12

F1 · derivative.exercise_date: This option shall vest in equal monthly installments over the period of thirty six (36) months following September 12, 2019, subject to continued service to the Issuer on each vesting date.

SEC source: 0001567619-19-004570 · doc1.xml · derivative · entry 5

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 8,750 shares

Expires 2028-06-12

F1 · kind: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated January 5, 2019, between Eli Lilly and Company, an Indiana corporation ("Lilly"), Bowfin Acquisition Corporation, Inc., a Delaware corporation and a wholly owned subsidiary of Lilly ("Merger Sub"), and Loxo Oncology, Inc., a Delaware corporation ("Loxo Oncology"), Merger Sub will merge with and into Loxo Oncology, with Loxo Oncology surviving as a wholly owned subsidiary of Lilly (the "Merger"). Pursuant to the Merger Agreement each issued and outstanding shares (the "Shares") of Loxo common stock, par value $0.0001 per share, was purchased at a price of $235.00 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to withholding taxes.

F2 · price: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

F2 · derivative.exercise_date: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

SEC source: 0001567619-19-004570 · doc1.xml · derivative · entry 4

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 11,000 shares

Expires 2027-06-21

F1 · kind: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated January 5, 2019, between Eli Lilly and Company, an Indiana corporation ("Lilly"), Bowfin Acquisition Corporation, Inc., a Delaware corporation and a wholly owned subsidiary of Lilly ("Merger Sub"), and Loxo Oncology, Inc., a Delaware corporation ("Loxo Oncology"), Merger Sub will merge with and into Loxo Oncology, with Loxo Oncology surviving as a wholly owned subsidiary of Lilly (the "Merger"). Pursuant to the Merger Agreement each issued and outstanding shares (the "Shares") of Loxo common stock, par value $0.0001 per share, was purchased at a price of $235.00 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to withholding taxes.

F2 · price: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

F2 · derivative.exercise_date: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

SEC source: 0001567619-19-004570 · doc1.xml · derivative · entry 3

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 7,812 shares

Expires 2026-06-09

F1 · kind: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated January 5, 2019, between Eli Lilly and Company, an Indiana corporation ("Lilly"), Bowfin Acquisition Corporation, Inc., a Delaware corporation and a wholly owned subsidiary of Lilly ("Merger Sub"), and Loxo Oncology, Inc., a Delaware corporation ("Loxo Oncology"), Merger Sub will merge with and into Loxo Oncology, with Loxo Oncology surviving as a wholly owned subsidiary of Lilly (the "Merger"). Pursuant to the Merger Agreement each issued and outstanding shares (the "Shares") of Loxo common stock, par value $0.0001 per share, was purchased at a price of $235.00 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to withholding taxes.

F2 · price: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

F2 · derivative.exercise_date: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

SEC source: 0001567619-19-004570 · doc1.xml · derivative · entry 2

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 7,812 shares

Expires 2025-07-27

F1 · kind: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated January 5, 2019, between Eli Lilly and Company, an Indiana corporation ("Lilly"), Bowfin Acquisition Corporation, Inc., a Delaware corporation and a wholly owned subsidiary of Lilly ("Merger Sub"), and Loxo Oncology, Inc., a Delaware corporation ("Loxo Oncology"), Merger Sub will merge with and into Loxo Oncology, with Loxo Oncology surviving as a wholly owned subsidiary of Lilly (the "Merger"). Pursuant to the Merger Agreement each issued and outstanding shares (the "Shares") of Loxo common stock, par value $0.0001 per share, was purchased at a price of $235.00 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to withholding taxes.

F2 · price: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

F2 · derivative.exercise_date: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

SEC source: 0001567619-19-004570 · doc1.xml · derivative · entry 1

Fuhrman Alan · CIK 0001303521 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 13,000 shares

Expires 2025-01-11

F1 · kind: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated January 5, 2019, between Eli Lilly and Company, an Indiana corporation ("Lilly"), Bowfin Acquisition Corporation, Inc., a Delaware corporation and a wholly owned subsidiary of Lilly ("Merger Sub"), and Loxo Oncology, Inc., a Delaware corporation ("Loxo Oncology"), Merger Sub will merge with and into Loxo Oncology, with Loxo Oncology surviving as a wholly owned subsidiary of Lilly (the "Merger"). Pursuant to the Merger Agreement each issued and outstanding shares (the "Shares") of Loxo common stock, par value $0.0001 per share, was purchased at a price of $235.00 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to withholding taxes.

F2 · price: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.

F2 · derivative.exercise_date: Pursuant to the Merger Agreement, as of immediately prior to the Effective Time, each Loxo Oncology stock option that is then-outstanding and unvested shall become immediately vested and exercisable in full. At the Effective Time, each Loxo Oncology stock option that is outstanding under the Loxo Oncology Equity Incentive Plans (including any unvested Loxo stock options for which the vesting was accelerated immediately prior to the Effective Time as described above) will be cancelled and converted into the right to receive an amount in cash equal to the product of (x) the number of Shares issuable under such option multiplied by (y) the excess, if any, of (A) the Offer Price over (B) the per share exercise price of such option. Any outstanding option with an exercise price equal to or greater than the Offer Price will be cancelled for no consideration at the Effective Time.