4//SEC Filing
Stone Adam Leo 4
Accession 0001140361-24-042486
CIK 0002006986other
Filed
Sep 30, 8:00 PM ET
Accepted
Oct 1, 4:35 PM ET
Size
8.8 KB
Accession
0001140361-24-042486
Insider Transaction Report
Form 4
Stone Adam Leo
10% Owner
Transactions
- Other
Common Stock
2024-09-27−3,501,600→ 0 total
ALTMAN MICHAEL SETH
10% Owner
Transactions
- Other
Common Stock
2024-09-27−3,501,600→ 0 total
ARYA Sciences Holdings IV
10% Owner
Transactions
- Other
Common Stock
2024-09-27−3,501,600→ 0 total
Footnotes (2)
- [F1]On September 27, 2024, ARYA Sciences Holdings IV (the "Sponsor") effectuated a pro rata distribution for no consideration to its shareholders of its shares of common stock, par value $0.0001 per share (the "Common Stock"), of Adagio Medical Holdings, Inc. (f/k/a/ Aja HoldCo, Inc.) (the "Issuer"), including 1,147,500 shares of Common Stock that are subject to share price trigger vesting (the "Earn-Out Shares"). Such Earn-Out Shares (i) will vest if, prior to the tenth anniversary (the "Earn-Out Period") of the closing (the "Closing") of the business combination by and among ARYA Sciences Acquisition Corp IV, the Sponsor and the Issuer, the post-Closing share price of Common Stock equals or exceeds $24.00 per share for any 20 trading days within any 30 trading day period, or (ii) will automatically be forfeited and cancelled if the foregoing vesting condition is not fulfilled within the Earn-Out Period.
- [F2]The reported securities were directly held by the Sponsor. The Sponsor is governed by a board of directors consisting of two directors, Adam Stone and Michael Altman. As such, Messrs. Stone and Altman had voting and investment discretion with respect to any shares of Common Stock that were held of record by the Sponsor and may be deemed to have shared beneficial ownership of any shares of Common Stock that were held directly by the Sponsor.
Documents
Issuer
Adagio Medical Holdings, Inc.
CIK 0002006986
Entity typeother
Related Parties
1- filerCIK 0001727440
Filing Metadata
- Form type
- 4
- Filed
- Sep 30, 8:00 PM ET
- Accepted
- Oct 1, 4:35 PM ET
- Size
- 8.8 KB