ORBIMED ADVISORS LLC 4

What Happened

• OrbiMed Advisors LLC (reported as a director-related reporting person) exercised/converted its Common Warrants into Pre‑Funded Warrants on June 8, 2026. The filing shows conversions of 15,366,490 and 3,073,298 derivative units (reported as both disposed and acquired), totaling roughly 18.44 million warrants. No cash price is reported — this was a conversion of derivative securities, not an open‑market purchase or sale of common stock.

Key Details

• Transaction date: 2026-06-08; Form 4 filed: 2026-06-09 (timely).
• Amounts converted: 15,366,490 and 3,073,298 (total ≈ 18.44M) Common Warrants → Pre‑Funded Warrants. Reported consideration: N/A (derivative conversion).
• Shares owned after transaction: not specified in the Form 4.
• Notable footnotes:
  • F1: These securities stem from a private placement closed Aug 25, 2025; OrbiMed had Common Warrants and Pre‑Funded Warrants and exercised Common Warrants into Pre‑Funded Warrants on June 8, 2026.
  • F2: Pre‑Funded Warrants are exercisable any time (subject to a 9.99% beneficial ownership blocker) and expire once fully exercised.
  • F3–F5: The reported holdings are held of record by OrbiMed funds (OrbiMed Private Investments IX, LP and OrbiMed Genesis Master Fund). OrbiMed Advisors, as managing member, may be deemed to have voting/investment power but disclaims beneficial ownership; OrbiMed designated Mona Ashiya as its board representative.
• Filing status: timely; no sale or purchase of common stock reported.

Context

• This is a derivative conversion (Common Warrants → Pre‑Funded Warrants), not an immediate acquisition of common shares or a cash sale. Pre‑Funded Warrants typically allow near‑immediate exercise into shares but are subject here to a 9.99% ownership blocker. This is institutional/investor reclassification activity rather than an individual executive buying or selling stock; disclosures note OrbiMed’s control relationships and disclaimers of beneficial ownership.