PERCEPTIVE ADVISORS LLC bought ADGM

October 20, 2025 · Form 4 insider transaction

PERCEPTIVE ADVISORS LLC bought 1,344,999 shares of Adagio Medical Holdings, Inc. at $0.18 per share, a transaction worth $248.3K. The trade was recorded as open-market purchase and disclosed on an SEC Form 4, filed 2 days after the transaction.

Direction
Acquired (buy-side)
Shares
1,344,999
Price
$0.18
Total value
$248.3K
RoleDirector, 10% owner
SecurityTranche A Warrant ("Common Warrant" right to buy)
Transaction codeP: Open-market purchase
Transaction dateOctober 20, 2025
Filing dateOctober 22, 2025
Shares owned after1,344,999
OwnershipIndirect
10b5-1 planNo
AmendedNo

Footnotes

Represents the purchase price for each common warrant purchased by the Reporting Person in the Issuer's registered public offering that closed on October 20, 2025.; The common warrants are immediately exercisable, subject to the Beneficial Ownership Limitation (as defined below), and will expire on the fifth anniversary of their issuance. Pursuant to the terms of the common warrants, the common warrant cannot be exercised to the extent that, upon giving effect to or immediately prior to such exercise, would cause either (i) the aggregate number of shares of Common Stock beneficially owned by such holder (together with its affiliates) would exceed 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise or (ii) the combined voting power of the Issuer's securities beneficially owned by such holder (together with its affiliates) would exceed 9.99% of the combined voting power of all of the Issuer's securities outstanding immediately after giving effect to the exercise (the "Beneficial Ownership Limitation").; The securities are directly held by Perceptive Life Sciences Master Fund Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of Master Fund. Joseph Edelman is the managing member of the Advisor. Each of Mr. Edelman and the Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, and this report shall not be deemed an admission that either Mr. Edelman or the Advisor is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

View the original Form 4 on SEC EDGAR