Milestone Pharmaceuticals Inc. — Director's Dealing 2021

May 24, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Milestone Pharmaceuticals Inc. (MIST)
CIK: 0001408443
Period of Report: 2021-05-21

Reporting Person: RTW INVESTMENTS, LP (10% Owner)
Reporting Person: WONG RODERICK (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-21	Pre-Funded Warrant	$0.01	P	910746	Acquired		Common Stock (910746)	Indirect

Footnotes

F1: The securities reported herein may be deemed beneficially owned by each of: (i) RTW Investments, LP ("RTW"), which is deemed the beneficial owner of shares held by RTW Master Fund, Ltd., RTW Venture Fund Limited and RTW Innovation Master Fund, Ltd. (the "Funds"), which are investment funds managed by RTW, and (ii) Roderick Wong, M.D., who serves as the Managing Partner and Chief Investment Officer of RTW. Dr. Wong exercises voting and dispositive control over the securities held by RTW and is therefore deemed to be a beneficial owner of securities owned or controlled by RTW. Each of RTW and Dr. Wong disclaim beneficial ownership of the reported securities held by the Funds, except to the extent of its or his pecuniary interest therein.

F2: Each pre-funded warrant represents the right to acquire one share of common stock for an exercise price of $0.01 per share. The ability of the holder to exercise the pre-funded warrant is subject to a beneficial ownership limitation initially set at 9.99% of the Company's issued and outstanding common stock. This beneficial ownership limitation may be increased or decreased at the election of the warrant holder, provided that any increase shall not be effective until the 61st day after notice of adjustment is provided to the Company.

F3: The warrants do not have an expiration date.