Replimune Group, Inc. — Director's Dealing 2020

Dec 10, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Replimune Group, Inc. (REPL)
CIK: 0001737953
Period of Report: 2020-12-07

Reporting Person: Rhodes Jason P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-07	Common Stock	S	8636	$45.46	Disposed	2477660	Indirect
2020-12-07	Common Stock	S	23174	$45.97	Disposed	2454486	Indirect
2020-12-07	Common Stock	S	1222	$46.91	Disposed	2453264	Indirect
2020-12-07	Common Stock	S	2962	$45.45	Disposed	1097038	Indirect
2020-12-07	Common Stock	S	26713	$46.06	Disposed	1070325	Indirect
2020-12-07	Common Stock	S	2322	$46.93	Disposed	1068003	Indirect
2020-12-07	Common Stock	S	748	$45.46	Disposed	37822	Indirect
2020-12-07	Common Stock	S	2007	$45.97	Disposed	35815	Indirect
2020-12-07	Common Stock	S	106	$46.91	Disposed	35709	Indirect
2020-12-08	Common Stock	S	7001	$46.02	Disposed	2446263	Indirect
2020-12-08	Common Stock	S	33133	$46.94	Disposed	2413130	Indirect
2020-12-08	Common Stock	S	19620	$46.14	Disposed	1048383	Indirect
2020-12-08	Common Stock	S	45027	$46.89	Disposed	1003356	Indirect
2020-12-08	Common Stock	S	606	$46.02	Disposed	35103	Indirect
2020-12-08	Common Stock	S	2869	$46.94	Disposed	32234	Indirect
2020-12-09	Common Stock	S	1745	$42.51	Disposed	2411385	Indirect
2020-12-09	Common Stock	S	17883	$43.36	Disposed	2393502	Indirect
2020-12-09	Common Stock	S	7330	$44.69	Disposed	2386172	Indirect
2020-12-09	Common Stock	S	1747	$45.32	Disposed	2384425	Indirect
2020-12-09	Common Stock	S	603	$42.51	Disposed	1002753	Indirect
2020-12-09	Common Stock	S	6183	$43.36	Disposed	996570	Indirect
2020-12-09	Common Stock	S	2535	$44.69	Disposed	994035	Indirect
2020-12-09	Common Stock	S	604	$45.32	Disposed	993431	Indirect
2020-12-09	Common Stock	S	100	$46.47	Disposed	993331	Indirect
2020-12-09	Common Stock	S	151	$42.51	Disposed	32083	Indirect
2020-12-09	Common Stock	S	1549	$43.36	Disposed	30534	Indirect
2020-12-09	Common Stock	S	635	$44.69	Disposed	29899	Indirect
2020-12-09	Common Stock	S	151	$45.32	Disposed	29748	Indirect

Footnotes

F1: Shares were sold pursuant to a Rule 10b5-1 trading plan.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.71 to
$45.708 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and
Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in
footnotes (2), (5), (6), (7), (9), (10), (12), (13), (14), (15), (16) and (17).

F3: The shares reported herein give effect to the pro rata distribution of shares by Atlas Venture Fund X, L.P. ("Atlas Venture Fund X") for no additional
consideration to its limited and general partner, Atlas Venture Associates X, L.P. ("AVA X LP") subsequent to the Reporting Person's last Section 16 filing reporting ownership of the Issuer's Common Stock. As the distributions
of such shares constituted only a change in the form of the Reporting Person's indirect ownership in such shares, the Reporting Person was not
required to report these distributions pursuant to Section 16.

F4: The shares are held directly by Atlas Venture Fund X. The general partner of Atlas Venture Fund X is AVA X LP. Atlas Venture Associates X, LLC ("AVA X LLC") is the general partner of AVA X LP. The Reporting Person is a member of AVA X LLC and disclaims beneficial ownership of such securities held by Atlas Venture Fund X, except to the extent of his pecuniary interest therein, if any.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.71 to
$46.67 inclusive.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.71 to
$47.19 inclusive.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.71 to $45.70 inclusive.

F8: The shares are held directly by Atlas Venture Opportunity Fund I, L.P. ("Atlas Venture Opportunity Fund I"). The general partner of Atlas Venture Opportunity Fund I is Atlas Venture Associates Opportunity I, L.P. ("AVAO I LP"). Atlas Venture Associates Opportunity I, LLC ("AVAO I LLC") is the general partner of AVAO I LP. The Reporting Person is a member of AVAO I LLC and disclaims beneficial ownership of such securities held by Atlas Venture Opportunity Fund I, except to the extent of his pecuniary interest therein, if any.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.71 to $46.68 inclusive.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.71 to $47.23 inclusive.

F11: The shares are held directly by AVA X LP. The Reporting Person is a member of AVA X LLC and disclaims beneficial ownership of such securities held by AVA X LP, except to the extent of his pecuniary interest therein, if any.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.52 to $46.42 inclusive.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.55 to $47.45 inclusive.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.95 to $42.91 inclusive.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.97 to $43.94 inclusive.

F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.07 to $45.06 inclusive.

F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.07 to $45.96 inclusive.