Bvf Partners L P/Il - Jan 24, 2025 Form 4 Insider Report for XOMA Royalty Corp (XOMA)

Role
10%+ Owner
Signature
BVF Partners L.P., By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President
Stock symbol
XOMA
Transactions as of
Jan 24, 2025
Transactions value $
-$16,983,714
Form type
4
Date filed
1/28/2025, 05:23 PM
Previous filing
Jan 14, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XOMA Common Stock, $0.0075 par value per share Sale -$8.87M -340K -18.98% $26.10 1.45M Jan 24, 2025 Direct F1, F2
transaction XOMA Common Stock, $0.0075 par value per share Sale -$2.24M -85.8K -5.3% $26.10 1.53M Jan 24, 2025 Direct F1, F3
transaction XOMA Common Stock, $0.0075 par value per share Sale -$1.96M -75.3K -100% $26.10 0 Jan 24, 2025 Direct F1, F4
transaction XOMA Common Stock, $0.0075 par value per share Sale -$3.91M -150K -100% $26.10 0 Jan 24, 2025 See footnote F1, F5

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
holding XOMA Series X Convertible Preferred Stock 2.31K Jan 24, 2025 Common Stock, $0.0075 par value per share 2.31M Direct F2, F6
holding XOMA Series X Convertible Preferred Stock 1.51K Jan 24, 2025 Common Stock, $0.0075 par value per share 1.51M Direct F3, F6
holding XOMA Series X Convertible Preferred Stock 412 Jan 24, 2025 Common Stock, $0.0075 par value per share 412K Direct F4, F6
holding XOMA Series X Convertible Preferred Stock 772 Jan 24, 2025 Common Stock, $0.0075 par value per share 772K See footnote F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Subsequent to the Form 4 filed by the Reporting Persons on May 19, 2023, the Reporting Persons ceased to have a pecuniary interest in the securities of the Issuer held by Matthew D. Perry.
F2 Securities owned directly by BVF. As the general partner of BVF, BVF GP may be deemed to beneficially own the securities owned directly by BVF. As the sole member of BVF GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF. As the investment manager of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.
F3 Securities owned directly by BVF2. As the general partner of BVF2, BVF2 GP may be deemed to beneficially own the securities owned directly by BVF2. As the sole member of BVF2 GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF2. As the investment manager of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.
F4 Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.
F5 Securities held in certain Partners managed accounts (the "Partners Managed Accounts"). Partners, as the investment manager of the Partners Managed Accounts, may be deemed to beneficially own the securities held by the Partners Managed Accounts. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities held by the Partners Managed Accounts. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities held by the Partners Managed Accounts.
F6 The Series X Convertible Preferred Stock may not be exercised if, after such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d), more than 19.99% of the shares of Common Stock outstanding immediately after giving effect to such exercise. The Series X Convertible Preferred Stock does not have an expiration date. The initial conversion price is $4.03 and is subject to certain adjustments pursuant to the Certificate of Designation of Preferences, Rights and Limitations of Series X Convertible Preferred Stock.