Item 4 — Purpose of Transaction
The reporting persons acquired the securities for investment purposes. The reporting persons will routinely monitor the Issuer regarding a wide variety of factors that affect their investment considerations, including, current and anticipated future trading prices of the Stock and other securities, the Issuer's operations, assets, prospects, financial position, and business development, Issuer's management, Issuer-related competitive and strategic matters, general economic, financial market and industry conditions, and other investment considerations. Depending on their evaluation of various factors, the reporting persons may take such actions regarding their holdings of the Issuer's securities as they deem appropriate in light of circumstances existing from time to time. Such actions may include purchasing additional securities in the open market, through privately negotiated transactions with third parties or otherwise, and selling at any time, in the open market, through privately negotiated transactions with third parties or otherwise, all or part of the securities now owned or hereafter acquired by any of them. The reporting persons also may from time to time enter into or unwind hedging or other derivative transactions with respect to the Stock or pledge their interests in the Stock to obtain liquidity. In addition, from time to time the reporting persons and their representatives and advisers may communicate with other stockholders, industry participants and other interested parties about the Issuer. On June 10, 2025, the Reporting Persons sent an email to members of the board of directors of the Issuer respectfully recommending a strategic reset of the company's direction and structure. Specifically, the letter urged the board to consider a special distribution to stockholders, to refrain from further investment in the early-stage pipeline, and to adopt a leaner operating model focused on preserving cash. In addition, we believe that the company should not move forward independently on its lead asset absent the involvement of a committed strategic partner. On August 7, 2025, the Reporting Persons sent a letter to the management and board of directors of the Issuer. In that communication, the Reporting Persons expressed appreciation for the constructive dialogue to date with senior leadership and the board, while recommending that the company adopt an urgent strategic reset to restore shareholder confidence and preserve value. Specifically, the letter urged the board to (i) return $700 million of capital to stockholders, (ii) substantially reduce operating expenses and right-size the organization, (iii) allow the company's valuation to rebase around its core science, (iv) execute a 1-for-5 reverse stock split to facilitate institutional re-engagement, and (v) rebuild the company's credibility through disciplined capital allocation and business development. Except with respect to the foregoing, the reporting persons have no present plan or proposal that relates to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D of the Act. However, the reporting persons may recommend additional actions to the Issuer's management, board of directors and stockholders. Any such actions could involve one or more of the events referred to in clauses (a) through (j) of Item 4 of Schedule 13D, including, potentially, one or more mergers, consolidations, sales or acquisitions of assets, change in control, issuances, purchases, dispositions or pledges of securities or other changes in capitalization.