CYTOKINETICS INC

(c) In this Item 5(c) of this quarterly report on Form 10-Q, the terms “officers”, “rule 10b5-1 trading arrangements” and “non-Rule 10b5-1 trading arrangements” have the meanings ascribed to them in Item 408 of Regulation S-K.

The following directors and officers adopted into or terminated a Rule 10b5-1 trading arrangements during the first quarter of 2024:

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Robert Blum, President & Chief Executive Officer – Mr. Blum adopted a Rule 10b5-1 trading arrangement on March 5, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Blum 2024 Plan”). The Blum 2024 Plan provides for the sale of (a)62,233 shares of our common stock at market prices on the dates of the relevant sales and (b) the exercise of stock options to purchase up to 188,767 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Blum 2024 Plan will terminate on the earlier of (x)December 31, 2025 and (y) the sale of all securities that are subject to the plan.

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Fady Malik, Executive Vice President, Research and Development – Dr. Malik adopted a Rule 10b5-1 trading arrangement on March 12, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Malik 2024 Plan”). The Malik 2024 Plan provides for the sale of (a)27,492 shares of our common stock at market prices on the dates of the sale and (b) the exercise of stock options to acquire up to 74,322 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Malik 2024 Plan will terminate on the earlier of (x)December 13, 2024 and (y) the sale of all securities that are subject to the plan.

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Andrew Callos, Executive Vice President, Chief Commercial Officer – Mr. Callos adopted a Rule 10b5-1 trading arrangement on March 4, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Callos 2024 Plan”). The Callos 2024 Plan provides for the sale of (a)24,946 shares of our common stock at various limit prices on the dates of the sale and (b) the exercise of stock options to acquire up to 146,875 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Callos 2024 Plan will terminate on the earlier of (x)March 4, 2025 and (y) the sale of all securities that are subject to the plan.

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Robert Wong, Vice President, Chief Accounting Officer – Mr. Wong adopted a Rule 10b5-1 trading arrangement on March 4, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Wong 2024 Plan”). The Wong 2024 Plan provides for the sale of (a)13,011 shares of our common stock at market prices on the dates of the sale and (b) the exercise of stock options to acquire up to 70,000 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Wong 2024 Plan will terminate on the earlier of (x)September 30, 2024 and (y) the sale of all securities that are subject to the plan.

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B. Lynne Parshall, Director, Chair of the Audit Committee – Ms. Parshall adopted a Rule 10b5-1 trading arrangement on March 4, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Parshall 2024 Plan”). The Parshall 2024 Plan provides for the exercise of stock options to acquire up to 40,000 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Parshall 2024 Plan will terminate on the earlier of (x)September 20, 2024 and (y) the sale of all securities that are subject to the plan.

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Santo J. Costa, Director, Chair of the Compensation and Talent Committee – Mr. Costa adopted a Rule 10b5-1 trading arrangement on March 4, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Costa 2024 Plan”). The Costa 2024 Plan provides for the exercise of stock options to acquire up to 40,000 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Costa 2024 Plan will terminate on the earlier of (x)December 5, 2024 and (y) the sale of all securities that are subject to the plan.

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Wendell Wierenga, Director, Chair of the Science and Technology Committee – Dr. Wierenga adopted a Rule 10b5-1 trading arrangement on March 4, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Wierenga 2024 Plan”). The Wierenga 2024 Plan provides for the exercise of stock options to acquire up to 20,000 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Wierenga 2024 Plan will terminate on the earlier of (x)May 9, 2025 and (y) the sale of all securities that are subject to the plan.

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Edward M. Kaye, Director – Dr. Kaye adopted a Rule 10b5-1 trading arrangement on March 4, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Kaye 2024 Plan”). The Kaye 2024 Plan provides for the exercise of stock options to acquire up to 71,589 shares of our common stock and the concurrent sale of all shares of common stock acquired upon such exercise at various limit prices, in each case at pre-specified dates during the term of the plan. The Kaye 2024 Plan will terminate on the earlier of (x)March 4, 2025 and (y) the sale of all securities that are subject to the plan.

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Muna Bhanji, Director – Ms. Bhanji adopted a Rule 10b5-1 trading arrangement on March 11, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Bhanji 2024 Plan”). The Bhanji 2024 Plan provides for the sale of 5,613 shares of our common stock at market prices on the date of the sale. The Bhanji 2024 Plan will terminate on the earlier of (x) July 24, 2024 and (y) the sale of all securities that are subject to the plan.

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Robert Harrington, Director – Dr. Harrington adopted a Rule 10b5-1 trading arrangement on March 4, 2024 that was intended to satisfy the affirmative defense provided for under Rule 10b5-1(c) (the “Harrington 2024 Plan”). The Harrington 2024 Plan provides for the sale of 1,833 shares of our common stock at market prices on the date of the sale. The Harrington 2024 Plan will terminate on the earlier of (x)July 31, 2024 and (y) the sale of all securities that are subject to the plan.

Certain of our officers have made elections to participate in, and are participating in, our employee stock purchase plan, which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute non-Rule 10b5–1 trading arrangements. In addition, certain of our directors have made elections to participate in, and are participating in, our director equity in lieu of cash retainer option program (as described in the “Director Compensation” section of our Proxy Statement for our 2024 Annual Meeting), which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute non-Rule 10b5–1 trading arrangements.