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Jade Biosciences, Inc. Director's Dealing 2021

Jul 7, 2021

33383_dirs_2021-07-07_0d481cdd-8781-4a39-8015-614acf94d52e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Aerovate Therapeutics, Inc. (AVTE)
CIK: 0001798749
Period of Report: 2021-07-02

Reporting Person: Cormorant Asset Management, LP (Former 10% Owner)
Reporting Person: Chen Bihua (Former 10% Owner)
Reporting Person: Cormorant Global Healthcare Master Fund, LP (Former 10% Owner)
Reporting Person: Cormorant Private Healthcare Fund II, LP (Former 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2021-07-02 Common Stock C 1530691 Acquired 1530691 Indirect
2021-07-02 Common Stock P 500000 $14 Acquired 2030691 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-07-02 Series A Convertible Preferred Stock $ C 1530691 Disposed Common Stock (1530691) Indirect

Footnotes

F1: Shares of Series A Convertible Preferred Stock were convertible at any time at the holder's election, without payment of additional consideration. Such shares had no expiration date but converted into Common Stock automatically upon the closing of the Issuer's initial public offering.

F2: Shares reported herein are held by Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and Cormorant Private Healthcare Fund II, LP ("Fund II"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of the Master Fund and Fund II. Bihua Chen serves as manager of the general partner of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose.

F3: Represents (i) 318,995 shares of Common Stock held by the Master Fund and (ii) 1,211,696 shares of Common Stock held by Fund II.

F4: Shares reported herein as purchased on July 2, 2021 represent 500,000 shares purchased by the Master Fund.

F5: The Series A Convertible Preferred Stock represented, on an as-converted basis, (i) 318,995 shares of Common Stock held by the Master Fund and (ii) 1,211,696 shares of Common Stock held by Fund II.