SHAREHOLDER OVERVIEW

Transparency obligations

Each natural or legal person acquiring or transferring TiGenix’ shares is required to notify TiGenix and the Financial Services and Market Authority (FSMA) in Belgium each time their shareholding crosses a threshold of three percent (3%) of the total number of outstanding shares (the denominator). Such notification is also required each time, as a result of an acquisition or transfer, a threshold of five percent (5%) and a multiple of five percent (5%) is crossed. More information regarding this requirement is found in Article 14 of TiGenix’ articles of association.

For more information and the appropriate transparency forms, please contact TiGenix Investor Relations or the FSMA.

The total number of outstanding ordinary shares in TiGenix NV (denominator), as of January 19, 2018, 295,654,573.
The following persons have informed TiGenix of a holding above the 3% threshold:

Person subject to the notification requirement Number of voting rights declared in transparency notification (1) % of voting rights at time of transparency notification (2) % of voting rights (simulation) based on current denominator (3)
Takeda Pharmaceutical Company Limited/Grifols, S.A. 51,079,756 18.62% 17.28% Transparency notification
Grifols S.A. / Gri-CEL S.A. 34,188,034 19.84% 14.18%(4) Transparency notification
Sand Grove Capital Management LLP . 19,173,231 6.99% 6.49% Transparency notification
Bank of America Corporation 14,492,601 5.28% 4.90% Transparency notification
Cormorant Asset Management LLC 11,756,894 5.81% 4.85%(5) Transparency notification
Melqart Asset Management LP 12,870,000 4.69% 4.35% Transparency notification
Takeda Pharmaceutical Company Limited/ Takeda Pharmaceuticals International AG 11,651,778 4.48% 3.94% Transparency notification
Philippe ODDO 8,723,784 3.18% 2.95% Transparency notification
BNP Paribas Investments Partners SA 6,650,503 3.75% 2.25% Transparency notification

 

(1) Number of shareholders notified at the time of the transparency notification; these numbers can currently be different (it being understood that a new transparency notification is required when a relevant threshold is crossed).
(2) Percentages based on (a) the number of shares notified at the time of the transparency notification and (b) the total number of outstanding shares at the time of the transparency notification.
(3) Percentages based on (a) the number of shares notified at the time of the transparency notification, but (b) the current total number of outstanding shares.
(4) This percentage also takes into account 7,741,920 shares purchased in the form of ADSs in the US IPO.
(5) This percentage also takes into account 2,580,640 shares purchased in the form of ADSs in the US IPO.

Other transparency notifications

Person subject to the notification requirement Date of triggering event Notification
JPMorgan Chase & Co. 09/01/2018 Notification
JPMorgan Chase & Co. 05/01/2018 Notification
JPMorgan Chase & Co. 28/12/2017 Notification
JPMorgan Chase & Co. 09/11/2017 Notification