ROCKET PHARMACEUTICALS, INC. — Director's Dealing 2024

Feb 22, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ROCKET PHARMACEUTICALS, INC. (RCKT)
CIK: 0001281895
Period of Report: 2024-02-16

Reporting Person: Wilson Martin (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-02-16	Common Stock	S	3576	$29.838	Disposed	6136	Direct
2024-02-16	Common Stock	A	16644	—	Acquired	22780	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-02-16	Stock Option (Right to Buy)	$30.01	A	49091	Acquired	2034-02-16	Common Stock (49091)	Direct

Footnotes

F1: The shares beneficially owned by the reporting person are subject to a lock-up agreement dated September 12, 2023 (the "Lock-Up Agreement").

F2: The sales reported on this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person.

F3: The shares of common stock were sold by the Reporting Person pursuant to an exemption to the Lock-Up Agreement in order to pay tax withholding obligations in connection with the vesting of RSUs. Notwithstanding the sales reported on this Form 4, the securities beneficially owned by the reporting person remain subject to the terms of the Lock-Up Agreement.

F4: Represent RSUs that convert to common stock on a one-for-one basis. One-third (1/3) of such RSUs will become fully vested on February 16, 2025, with the remaining shares vesting in equal quarterly installments over the following two years.

F5: This option represents a right to purchase a total of 49,091 shares of the Issuer's Common Stock, one-third of which will become fully vested and exercisable on February 16, 2025, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.