Invivyd, Inc. — Director's Dealing 2021

Aug 13, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Adagio Therapeutics, Inc. (ADGI)
CIK: 0001832038
Period of Report: 2021-08-10

Reporting Person: MCGUIRE TERRANCE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-10	Common Stock	C	2852425	—	Acquired	2852425	Indirect
2021-08-10	Common Stock	P	267769	$17.00	Acquired	3120194	Indirect
2021-08-10	Common Stock	C	55595	—	Acquired	55595	Indirect
2021-08-10	Common Stock	P	5219	$17.00	Acquired	60814	Indirect
2021-08-10	Common Stock	C	19540	—	Acquired	19540	Indirect
2021-08-10	Common Stock	P	1834	$17.00	Acquired	21374	Indirect
2021-08-10	Common Stock	C	28520	—	Acquired	28520	Indirect
2021-08-10	Common Stock	P	2678	$17.00	Acquired	31198	Indirect
2021-08-10	Common Stock	C	4755460	—	Acquired	4755460	Indirect
2021-08-10	Common Stock	P	45000	$17.00	Acquired	4800460	Indirect
2021-08-10	Common Stock	C	320160	—	Acquired	320160	Indirect
2021-08-10	Common Stock	P	177500	$17.00	Acquired	497660	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-10	Series A Preferred Stock	$	C	361850	Disposed		Common Stock (1809250)	Indirect
2021-08-10	Series A Preferred Stock	$	C	7052	Disposed		Common Stock (35260)	Indirect
2021-08-10	Series A Preferred Stock	$	C	2479	Disposed		Common Stock (12395)	Indirect
2021-08-10	Series A Preferred Stock	$	C	3619	Disposed		Common Stock (18095)	Indirect
2021-08-10	Series A Preferred Stock	$	C	875000	Disposed		Common Stock (4375000)	Indirect
2021-08-10	Series B Preferred Stock	$	C	85061	Disposed		Common Stock (425305)	Indirect
2021-08-10	Series B Preferred Stock	$	C	1658	Disposed		Common Stock (8290)	Indirect
2021-08-10	Series B Preferred Stock	$	C	583	Disposed		Common Stock (2915)	Indirect
2021-08-10	Series B Preferred Stock	$	C	850	Disposed		Common Stock (4250)	Indirect
2021-08-10	Series B Preferred Stock	$	C	44076	Disposed		Common Stock (220380)	Indirect
2021-08-10	Series C Preferred Stock	$	C	123574	Disposed		Common Stock (617870)	Indirect
2021-08-10	Series C Preferred Stock	$	C	2409	Disposed		Common Stock (12045)	Indirect
2021-08-10	Series C Preferred Stock	$	C	846	Disposed		Common Stock (4230)	Indirect
2021-08-10	Series C Preferred Stock	$	C	1235	Disposed		Common Stock (6175)	Indirect
2021-08-10	Series C Preferred Stock	$	C	32016	Disposed		Common Stock (160080)	Indirect
2021-08-10	Series C Preferred	$	C	64032	Disposed		Common Stock (320160)	Indirect

Footnotes

F1: Each share of Series A Preferred Stock, Series B Preferred Stock, and Series C Preferred Stock automatically converted, without payment of additional consideration, into Common Stock on a 5:1 basis immediately prior to the closing of the Issuer's initial public offering of its Common Stock and had no expiration date.

F2: These shares are held of record by Polaris Venture Partners V, L.P. ("PVP V"). The general partner of PVP V is Polaris Venture Management Co. V, L.L.C. ("PVM V") and may be deemed to have shared voting and investment power with respect to the shares held by PVP V. The Reporting Person is a Managing Member of PVM V and may be deemed to have shared voting and dispositive power over the shares held by PVP V. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.

F3: These shares are held of record by Polaris Venture Partners Entrepreneurs' Fund V, L.P. ("PVPEF V"). The general partner of PVPEF V is PVM V and may be deemed to have shared voting and investment power with respect to the shares held by PVPEF V. The Reporting Person is a Managing Member of PVM V and may be deemed to have shared voting and dispositive power over the shares held by PVPEF V. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.

F4: These shares are held of record by Polaris Venture Partners Founders' Fund V, L.P. ("PVPFF V"). The general partner of PVPFF V is PVM V and may be deemed to have shared voting and investment power with respect to the shares held by PVPFF V. The Reporting Person is a Managing Member of PVM V and may be deemed to have shared voting and dispositive power over the shares held by PVPFF V. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.

F5: These shares are held of record by Polaris Venture Partners Special Founders' Fund V, L.P. ("PVPSFF V"). The general partner of PVPSFF V is PVM V and may be deemed to have shared voting and investment power with respect to the shares held by PVPSFF V. The Reporting Person is a Managing Member of PVM V and may be deemed to have shared voting and dispositive power over the shares held by PVPSFF V. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.

F6: These shares are held of record by Polaris Partners IX, L.P. ("PP IX"). The general partner of PP IX is Polaris Partners GP IX, L.L.C. ("PP GP IX") and may be deemed to have shared voting and investment power with respect to the shares held by PP IX. The Reporting Person holds an interest in PP GP IX and may be deemed to have shared voting and investment power with respect to the shares held by PP IX. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.

F7: These shares are held of record by Polaris Healthcare Technology Opportunities Fund, L.P. ("PHCT"). The general partner of PHCT is Polaris Healthcare Technology Opportunities Fund GP, L.L.C. ("PHCT GP") and may be deemed to have shared voting and investment power with respect to the shares held by PHCT. The Reporting Person holds an interest in PHCT GP and may be deemed to have shared voting and investment power with respect to the shares held by PHCT. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.