BridgeBio Pharma, Inc.
For the period ended Mar 31, 2026. Filed May 7, 2026.
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Mar 31, 2026 · Filed May 7, 2026
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Item 5. Other Information
(a)Information Required to be Reported on Form 8-K
None.
(b)Material Changes to Nomination Procedures
None.
(c)Director and Officer Trading Plans and Arrangements
On March 16, 2026, Jennifer Cook, amember of our Board of Directors, adopted a trading plan (the “Cook Trading Plan”) intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). The Cook Trading Plan provides for the potential sale of a maximum of (i)7,152 shares of our common stock held by Ms. Cook and (ii)351,722 shares of our common stock underlying stock options held by Ms. Cook. Ms. Cook is not permitted to transfer, sell or otherwise dispose of any shares under the Cook Trading Plan until the Earliest Sell Date, which is the later of (i) the 91st day after the adoption date of the Cook Trading Plan; or (ii) the earlier of: (a) the third business day following the disclosure of the Company’s financial results in a Form 10-Q or Form 10-K for the completed fiscal quarter in which the Cook Trading Plan is adopted; or (b) the 121st day after the adoption date. The Cook Trading Plan is expected to remain in effect until the earlier of (a)June 15, 2027; (b) the first date on which all trades have been executed or all trading orders relating to such trades set forth on Addendum A of the Cook Trading Plan have expired; (c) as soon as practicable following the date on which Ms. Cook gives written notice to Morgan Stanley Smith Barney LLC (“MSSB”) to terminate the Cook Trading Plan; (d) as soon as practicable following the date on which MSSB receives written notice of a termination of an additional contract, instruction or plan that is being treated as a single “plan” with the Cook Trading Plan (or MSSB receives written notice of a modification of such additional contract, instruction or plan and the requirements for a modification of the Cook Trading Plan are not or cannot be satisfied); (e) as soon as practicable following the date on which MSSB receives written notice of a legal, regulatory or contractual restriction applicable to the Company or to Ms. Cook that would result in a modification or change to the amount, price or timing of the sale of shares under the Cook Trading Plan but the requirements for a modification of the Cook Trading Plan are not or cannot be satisfied; and (f) as soon as practicable following the date on which MSSB receives notice of certain events, including the public announcement of a tender or exchange offer with respect to the Company’s common stock or that the Company is the target of a merger, acquisition, reorganization, recapitalization or comparable transaction as a result of which the Company’s common stock will be converted into shares of another company, or the commencement of bankruptcy or insolvency proceeding with respect to the Company.
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