Behzad Aghazadeh - Feb 28, 2025 Form 4 Insider Report for Aadi Bioscience, Inc. (AADI)

Signature
Avoro Capital Advisors LLC, by: /s/ Scott Epstein, its Chief Operating Officer & Chief Compliance Officer
Stock symbol
AADI
Transactions as of
Feb 28, 2025
Transactions value $
$19,998,367
Form type
4
Date filed
3/4/2025, 05:56 PM
Previous filing
Jun 14, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AADI Pre-funded Warrant (right to buy) Award $20M +8.33M $2.40 8.33M Feb 28, 2025 Common Stock 8.33M $0.00 See footnotes F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The securities reported herein were acquired on behalf of accounts managed by Avoro Capital Advisors and Avoro Ventures (as defined below) directly from the Issuer in a private placement.
F2 Subject to the terms and conditions set forth in the Pre-funded Warrant, the holder thereof may, at any time and from time to time on or after March 4, 2025, exercise the Pre-funded Warrant until it has been exercised in full. Pursuant to the terms of the Pre-Funded Warrant, the Reporting Persons cannot exercise any of the Pre-Funded Warrants to the extent the Reporting Persons would beneficially own, after any such exercise, more than 19.99% of the outstanding Common Stock (the "19.99% Blocker"). Consequently, at this time, the Reporting Persons are not able to exercise all the Pre-Funded Warrants due to the 19.99% Blocker.
F3 This Form 4 is filed by Avoro Capital Advisors LLC, a Delaware limited liability company ("Avoro Capital Advisors"), Avoro Ventures LLC, a Delaware limited liability company ("Avoro Ventures") and Behzad Aghazadeh ("Dr. Aghazadeh", and together with Avoro Capital Advisors and Avoro Ventures, the "Reporting Persons"). Dr. Aghazadeh serves as the portfolio manager and controlling person of Avoro Capital Advisors and Avoro Ventures.
F4 The filing of this statement shall not be deemed an admission that any Reporting Person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any.

Remarks:

Avoro Capital Advisors and Avoro Ventures may be deemed directors by deputization of the Issuer by virtue of the fact that Dr. Aghazadeh currently serves on the board of directors of the Issuer.