The agreement among the Reporting Persons relating to the joint filing of this Schedule 13D
is filed as Exhibit 99.1 hereto.
None of the Reporting Persons has, during the last five years: (i) been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors); or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 3 Source and Amount of Funds or Other Considerations
Between April 9, 2019 and November 25, 2019, AI Life Sciences purchased 1,888,200 shares of Common Stock in open market transactions,
at prices and on the dates set forth in Schedule A hereto. AI Life Sciences funded these purchases using capital contributed from affiliated entities, which funded that capital using cash on hand.
On January 30, 2020, AI Life Sciences purchased 1,000,000 shares of Common Stock, at a price of $8.00 per share, and warrants to purchase
250,000 shares of Common Stock, at a per warrant price of $8.00, less the $0.0001 exercise price, from the Issuer, pursuant to a securities purchase agreement. AI Life Sciences funded these purchases using capital contributed from affiliated
entities, which funded that capital using cash on hand.
On January 28, 2021, AI Life Sciences exercised the warrants to purchase
250,000 shares of Common Stock, at an exercise price of $0.0001 per share. AI Life Sciences funded the exercise price using capital contributed from affiliated entities, which funded that capital using cash on hand.
On April 21, 2021, AI Life Sciences purchased 544,187 shares of Common Stock in open market transactions, at a weighted average price of
$13.8649 per share. AI Life Sciences funded these purchases using capital contributed from affiliated entities, which funded that capital using cash on hand.
Item 4 Purpose of Transaction
The
Reporting Persons who hold Common Stock directly acquired those shares as an investment in the regular course of their businesses. The Reporting Persons have communicated, and may continue to communicate, with management, the Issuers board of
directors, other stockholders of the Issuer and other relevant parties concerning the business, operations, board composition, management, strategy and future plans of the Issuer and the matters set forth in this Item 4. The Reporting Persons
have retained, and may in the future retain, advisors or consultants to assist them in evaluating their investment in the Issuer. The Reporting Persons may exchange information with any of the foregoing persons pursuant to confidentiality or similar
agreements. The Reporting Persons may, at any time and from time to time, review and reconsider their position or change their purpose or take actions with respect to their investment in the Issuer as they deem appropriate, including formulating
other plans, making other proposals or changing their intention with respect to the matters referred to in this Item 4. The Reporting Persons may also take steps to explore and prepare for various plans and actions, and hire advisors or
consultants and consider potential proposals, before forming a plan or intention to engage in any such plan or action.
The Reporting
Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuers financial position, results and strategic direction, price levels of the Common Stock, the
Issuers response to the matters to be discussed with the Reporting Persons, actions taken by the Issuers management and board of directors, the Reporting Persons overall investment strategies, liquidity requirements and other
portfolio management considerations, other investment opportunities available to the Reporting Persons, applicable legal and regulatory constraints, conditions in the securities and capital markets, general economic and industry conditions and any
contractual restrictions, the Reporting Persons may, from time to time and at any time, in the future purchase additional securities of the Issuer as described above, or dispose of some or all of their securities of the Issuer (or related derivative
securities or instruments), in the open market, in private transactions or otherwise, or enter into financial instruments or other agreements that increase or decrease the Reporting Persons economic exposure with respect to their investment in
the Issuer, which may or may not affect their beneficial ownership in securities of the Issuer. The foregoing list of intentions, plans, strategies, negotiations, discussions, activities and potential transactions under consideration is subject to
termination, evolution, modification or change at any time, without notice, and there can be no assurance that any of the Reporting Persons will take any of the actions set forth above.