12/09/2021 | Press release | Distributed by Public on 12/09/2021 05:05
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivate Security | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
TAKEDA PHARMACEUTICAL CO LTD 1-1, NIHONBASHI-HONCHO 2-CHOME CHUO-KU, TOKYO, M0103-8668 |
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X |
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Takeda Pharmaceuticals U.S.A., Inc. 95 HAYDEN AVENUE LEXINGTON, MA02421 |
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X |
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MILLENNIUM PHARMACEUTICALS INC 40 LANDSDOWNE STREET CAMBRIDGE, MA02139 |
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X |
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Takeda Ventures, Inc. 9625 TOWNE CENTRE DRIVE SAN DIEGO, CA92121 |
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X |
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/s/ Yoshihiro Nakagawa, Corporate Officer, Global General Counsel of Takeda Pharmaceutical Company Limited | 2021-12-09 |
**Signature of Reporting Person | Date |
/s/ Paul Sundberg, Assistant Secretary of Takeda Pharmaceuticals U.S.A., Inc. | 2021-12-09 |
**Signature of Reporting Person | Date |
/s/ Paul Sundberg, Attorney-in-Fact for Millennium Pharmaceuticals, Inc. | 2021-12-09 |
**Signature of Reporting Person | Date |
/s/ Michael Martin, President of Takeda Ventures, Inc. | 2021-12-09 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
(**) | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Reflects the weighted average sale price. This transaction was executed in multiple trades at prices ranging from $18.00 to $18.97. Information regarding the number of shares sold at each separate price will be provided upon request by the Staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer. |
(2) | This statement is being filed jointly by Takeda Pharmaceutical Company Limited, Takeda Pharmaceuticals U.S.A. Inc., Millennium Pharmaceuticals, Inc. and Takeda Ventures, Inc. |
(3) | Takeda Pharmaceutical Company Limiteds beneficial ownership of the reported securities is comprised of 6,062,900 shares of Common Stock held by Millennium Pharmaceuticals, Inc. and 57,224 shares of Common Stock held by Takeda Ventures, Inc. Millennium Pharmaceuticals, Inc. and Takeda Ventures, Inc. are each direct, wholly owned subsidiaries of Takeda Pharmaceuticals U.S.A. Inc., which is a direct subsidiary of Takeda Pharmaceutical Company Limited (72.70%) and Takeda Pharmaceuticals International AG (27.3%). |
(4) | Takeda Pharmaceuticals International AG is a direct, wholly owned subsidiary of Takeda Pharmaceutical Company Limited. Each of Takeda Pharmaceutical Company Limited and Takeda Pharmaceuticals U.S.A. Inc. may be deemed to share voting and dispositive power over the shares held by Takeda Ventures, Inc. and Millennium Pharmaceuticals, Inc. Each of Takeda Pharmaceutical Company Limited and Takeda Pharmaceuticals U.S.A. Inc. disclaims beneficial ownership of the shares held by Takeda Ventures, Inc. and Millennium Pharmaceuticals, Inc. except to the extent of their pecuniary interests therein. |
(5) | Reflects the weighted average sale price. This transaction was executed in multiple trades at prices ranging from $19.00 to $19.88. Information regarding the number of shares sold at each separate price will be provided upon request by the Staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer. |
(6) | Reflects the weighted average sale price. This transaction was executed in multiple trades at prices ranging from $18.00 to $18.47. Information regarding the number of shares sold at each separate price will be provided upon request by the Staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer. |