Mersana Therapeutics, Inc. — Director's Dealing 2021

Jan 13, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Mersana Therapeutics, Inc. (MRSN])
CIK: 0001442836
Period of Report: 2021-01-08

Reporting Person: Hack Andrew A. F. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-08	Common Stock	P	100000	$18.39	Acquired	3545667	Indirect
2021-01-11	Common Stock	P	75000	$18.52	Acquired	3620667	Indirect
2021-01-12	Common Stock	P	75000	$18.16	Acquired	3695667	Indirect

Footnotes

F1: Represents shares of common stock held directly by Bain Capital Life Sciences Fund II, L.P. ("BCLS II") and BCIP Life Sciences Associates, LP ("BCIPLS" and, together with BCLS II, the "Bain Life Sciences Entities").

F2: Bain Capital Life Sciences Investors, LLC ("BCLSI") is the ultimate general partner of the BCLS II, and governs the investment strategy and decision-making process with respect to investments held by BCIPLS. Dr. Hack is a Managing Director of BCLSI. By virtue of the relationships described in this footnote, Dr. Hack may be deemed to share voting and dispositive power with respect to the securities held by the Bain Life Sciences Entities. Dr. Hack disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F3: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $17.94 to $18.78, inclusive. The reporting person undertakes to provide to Mersana Therapeutics, Inc., any security holder of Mersana Therapeutics, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth herein.

F4: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $18.05 to $18.93, inclusive. The reporting person undertakes to provide to Mersana Therapeutics, Inc., any security holder of Mersana Therapeutics, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth herein.

F5: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $17.795 to $18.61, inclusive. The reporting person undertakes to provide to Mersana Therapeutics, Inc., any security holder of Mersana Therapeutics, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth herein.