FRED B. CRAVES - 31 Dec 2021 Form 5 Insider Report for MADRIGAL PHARMACEUTICALS, INC. (MDGL)

Role: Director, 10%+ Owner
Signature: /s/ Brian Lynch, as attorney-in-fact for Fred B. Craves
Issuer symbol: MDGL
Transactions as of: 31 Dec 2021
Transactions value $: $0
Form type: 5
Filing time: 02 Feb 2022, 15:05:51 UTC
Previous filing: 07 Dec 2021
Next filing: 21 Jun 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MDGL	Common Stock	Gift	$0	-3K	-0.82%	$0.00	361K	31 Dec 2021	Direct	F1
holding	MDGL	Common Stock						1.51M	31 Dec 2021	See Footnotes	F2, F3
holding	MDGL	Common Stock						1.26K	31 Dec 2021	See Footnotes	F2, F4
holding	MDGL	Common Stock						18K	31 Dec 2021	See Footnotes	F5
holding	MDGL	Common Stock						90K	31 Dec 2021	See Footnotes	F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents a bona fide gift of 3,000 shares of common stock from Dr. Craves to the Fred Craves Family Foundation.
F2	Bay City Capital LLC, a Delaware limited liability company ("BCC"), Bay City Capital Management IV LLC, a Delaware limited liability company ("Management IV") and Bay City Capital Fund IV, L.P., a Delaware limited partnership ("Fund IV"), are deemed to be a "group" for the purposes of Section 13(d) under the Securities Exchange Act of 1934. Management IV is the general partner of Fund IV and has sole voting and dispositive power with respect to the securities held by Fund IV. BCC, the manager of Management IV, is also an advisor to Fund IV and has sole voting and dispositive power with respect to the securities held by Fund IV.
F3	These securities are held by Fund IV. Dr. Craves disclaims beneficial ownership of these securities held by Fund IV, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in the securities by virtue of the limited liability company interests he owns in BCC.
F4	These securities are held by BCC. Dr. Craves disclaims beneficial ownership of these securities held by BCC, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in the securities by virtue of the limited liability company interests he owns in BCC.
F5	Represents shares held indirectly by Dr. Craves through the Craves Family Foundation.
F6	Represents shares held indirectly by Dr. Craves through a grantor retained annuity trust.