October 27, 2025 · Form 4 insider transaction
Redmile Group, LLC bought 3,846,153 shares of ADC THERAPEUTICS SA at $3.90 per share, a transaction worth $15.00M. The trade was recorded as open-market purchase and disclosed on an SEC Form 4, filed 1 day after the transaction.
The exercise price of the Pre-Funded Warrants is CHF 0.08 per Pre-Funded Warrant Share. Based on the October 12, 2025 exchange rate of approximately $1.25 to CHF 1.00, the exercise price of the Pre-Funded Warrants in US Dollars as of October 12, 2025 was approximately $0.10.; RedCo II Master Fund, L.P. ("RedCo II") acquired the reported pre-funded warrants to purchase Common Shares (the "Pre-Funded Warrants") in a private placement by the Issuer pursuant to the terms of a securities purchase agreement, dated October 12, 2025 (the "Purchase Agreement"), by and among the Issuer and RedCo II. The purchase price per Pre-Funded Warrants is $3.90, which is the price per Common Share in the private placement minus the exercise price per Pre-Funded Warrant. The closing of the private placement occurred on October 27, 2025 following the satisfaction of the closing conditions.; The Pre-Funded Warrants are exercisable by the holder at any time on or after the closing date of the private placement until the tenth anniversary of such closing date, subject to a 9.99% beneficial ownership blocker. At any time during the last 90 days of the term of the Pre-Funded Warrants, the holder thereof may exchange a Pre-Funded Warrant with the Issuer for a new Pre-Funded Warrant to purchase the number of Pre-Funded Warrant Shares then remaining under such Pre-Funded Warrant, with a subsequent ten-year exercise period.; These reported securities are directly owned by RedCo II. Redmile Group, LLC ("Redmile") may be deemed to beneficially own the reported securities as the investment manager of RedCo II. The reported securities may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. Redmile and Mr. Green disclaim beneficial ownership of the reported securities except to the extent of its and his respective pecuniary interest therein, if any. This report shall not be deemed an admission that Redmile or Mr. Green is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.