Werewolf Therapeutics, Inc. — Director's Dealing 2021

May 4, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Werewolf Therapeutics, Inc. (HOWL)
CIK: 0001785530
Period of Report: 2020-12-23

Reporting Person: Lazarus Alon (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-04	Common Stock	C	1235917	—	Acquired	1235917	Indirect
2021-05-04	Common Stock	C	410717	—	Acquired	1646634	Indirect
2021-05-04	Common Stock	P	400000	$16.00	Acquired	2046634	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-23	Series B Preferred Stock	$	P	3560551	Acquired		Common Stock (410717)	Indirect
2021-04-30	Stock Option (right to buy)	$16.00	A	23200	Acquired	2031-04-29	Common Stock (23200)	Direct
2021-05-04	Series A Preferred Stock	$	C	10714284	Disposed		Common Stock (1235917)	Indirect
2021-05-04	Series B Preferred Stock	$	C	3560551	Disposed		Common Stock (410717)	Indirect

Footnotes

F1: On May 4, 2021, the Series A Preferred Stock automatically converted into Common Stock on a 8.6691-for-one basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.

F2: The securities are held directly by Arkin Bio Ventures 2 L.P. (the "Fund"). The general partner of the Fund is Arkin Bio Ventures GP, the general partner of which is Arkin Bio Ventures GPGP Ltd. Moshe Arkin is the sole shareholder and chairman of the board of Arkin Bio Ventures GPGP Ltd. The Reporting Person is the Biotech Investment Manager of the Fund and, as a result, each of Arkin Bio Ventures GP, Arkin Bio Ventures GPGP Ltd., Mr. Arkin and the Reporting Person may be deemed to share voting and investment power with respect to the shares held by the Fund.

F3: On May 4, 2021, the Series B Preferred Stock automatically converted into Common Stock on a 8.6691-for-one basis without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.

F4: The Series B Preferred Stock was convertible into common stock on a 8.6691-for-one basis into the number of shares of common stock shown in Column 7 without payment of further consideration at the holder's election or upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.

F5: The option was granted on April 30, 2021. The shares underlying the option vest over three years, with one-third of the shares vesting on the first anniversary of the date of grant and the remaining shares vesting in equal monthly installments thereafter.