Filing Details
- Accession Number:
- 0001193125-22-177313
- Form Type:
- 13D Filing
- Publication Date:
- 2022-06-20 20:00:00
- Filed By:
- Blackrock Inc.
- Company:
- Tabula Rasa Healthcare Inc. (NASDAQ:TRHC)
- Filing Date:
- 2022-06-21
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| BlackRock, Inc | 1,483,290 | 0 | 1,500,489 | 0 | 1,500,489 | 5.8% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
TABULA RASA HEALTHCARE, INC.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
873379101
(CUSIP Number)
David Maryles
Managing Director, Legal and Compliance
BlackRock, Inc.
55 East 52nd Street
New York, NY 10055
(212) 810-5300
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
June 18, 2022
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ☒
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No.: 873379101
| 1 | NAMES OF REPORTING PERSONS
BlackRock, Inc. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
OO | |||||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
1,483,290 | ||||
| 8 | SHARED VOTING POWER
0 | |||||
| 9 | SOLE DISPOSITIVE POWER
1,500,489 | |||||
| 10 | SHARED DISPOSITIVE POWER
0 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500,489 | |||||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.8% | |||||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC | |||||
2
EXPLANATORY NOTE
This Amendment No. 1 (this Amendment No. 1) amends and supplements the Schedule 13D (as amended, the Schedule 13D) filed with the U.S. Securities and Exchange Commission on April 21, 2022 (the Original Schedule 13D), by and on behalf of BlackRock, Inc. (BlackRock), relating to the common stock, par value $0.0001 per share (the Common Stock), of Tabula Rasa HealthCare, Inc., a Delaware corporation (the Issuer).
Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported on the Original Schedule 13D. Capitalized terms used but not otherwise defined in this Amendment No. 1 shall have the meanings ascribed to them in the Original Schedule 13D.
Item 2. Identity and Background.
The information set forth in amended and restated Annex A hereto is incorporated by reference in this amended Item 2.
Item 4. Purpose of Transaction.
Item 4 is hereby amended and supplemented to include the following:
As previously disclosed in the Original Schedule 13D, a fund advised by an Advisory Subsidiary previously authorized one of its portfolio companies, identified in this Amendment No. 1 as Transaction Data Systems, Inc., a Florida corporation and one of the portfolio companies of such fund (Bidder), to participate in a process being conducted by the Issuer to divest certain assets of the Issuer. On June 18, 2022, Bidder, Issuer and Tabula Rasa HealthCare Group, Inc., a Delaware corporation and wholly-owned subsidiary of Issuer (Seller), entered into an Asset Purchase Agreement (the Purchase Agreement), pursuant to which Seller agreed to sell to Bidder its unincorporated PrescribeWellness business division (the PrescribeWellness Business) and the assets, properties, and rights that are primarily used or held for use in connection with the PrescribeWellness Business, in accordance with the terms and conditions set forth therein, for up to $140,000,000 in cash, of which $125,000,000 will be paid at closing subject to certain adjustments related to the net working capital of the PrescribeWellness Business (the Base Purchase Price). The additional $15,000,000 is contingent consideration that will be paid to Seller based upon the PrescribeWellness Businesss achievement of certain performance-based metrics during the fiscal years ending December 31, 2023 and 2024. The Purchase Agreement further provides for a post-closing, true-up adjustment based on the parties determination of the Final Working Capital Amount. Consummation of the transactions contemplated by the Purchase Agreement is subject to certain conditions and approvals, including without limitation (i) the consummation of Sellers acquisition of certain intellectual property and related assets from karmadata, Inc., a Delaware corporation, and (ii) the satisfaction or waiver of certain customary closing conditions, including receipt of all required approvals under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.
The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement filed as an exhibit to this Amendment No. 1, and incorporated herein by reference.
The activities described herein will not restrict the Advisory Subsidiaries exercise of investment or voting power with respect to the Common Stock to which this Schedule 13D relates. Except as set forth in this Schedule 13D, BlackRock has no present plans or proposals that relate to or would result in any of the actions described in Item 4 (a) through (j) of this Schedule 13D. Each of the Advisory Subsidiaries may evaluate on a continuing basis its client accounts investment in the Issuer, and BlackRock expects that such Advisory Subsidiaries may from time to time acquire or dispose of Common Stock or other securities of the Issuer on behalf of such client accounts. Any acquisitions or dispositions will depend upon (i) the price and availability of the Issuers securities; (ii) subsequent developments concerning the Issuers business and prospects and the industry in which the Issuer operates; (iii) the Advisory Subsidiaries general investment policies with respect to the applicable accounts managed by the Advisory Subsidiaries; (iv) other investment and business opportunities available to the Advisory Subsidiaries on behalf of their clients; (v) general market and economic conditions; (vi) tax considerations; and (vii) such other factors as the Advisory Subsidiaries may consider relevant. Any such acquisitions or dispositions may be made, subject to applicable law, in open market transactions or privately negotiated transactions.
Item 5. Interest in Securities of the Issuer.
Item 5 (a) (c) is hereby amended and restated as follows:
(a) and (b) The responses of BlackRock to Rows (7) through (11), and (13) of the cover page of this Schedule 13D are incorporated herein by reference.
The aggregate percentage of shares of Common Stock reported as beneficially owned by BlackRock was calculated based on 25,849,263 shares of Common Stock issued and outstanding as of April 30, 2022, as disclosed in the Issuers Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, filed with the U.S. Securities and Exchange Commission on May 9, 2022.
The Common Stock beneficially owned by BlackRock includes Common Stock beneficially owned by the Advisory Subsidiaries, including BlackRock Advisors, LLC, Aperio Group, LLC, BlackRock (Netherlands) B.V., BlackRock Fund Advisors, BlackRock Institutional Trust Company, National Association, BlackRock Financial Management, Inc., BlackRock Investment Management, LLC, BlackRock Investment Management (UK) Limited, and BlackRock Asset Management Canada Limited, none of which individually beneficially owns in excess of 5% of the outstanding Common Stock.
(c) Annex B, attached hereto, sets forth transactions in the Common Stock that were effected since the filing of the Original Schedule 13D. The transactions in the Common Stock described on Annex B were effected on securities exchanges unless otherwise indicated therein.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 6 is hereby amended and supplemented to include the following:
In addition, a BlackRock-managed fund is a party to a derivative agreement in the form of contract for difference (the CFD) in an aggregate notional principal amount of 7,742 shares of Common Stock of the Issuer. The CFD provides the BlackRock-managed fund with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the CFD (such shares, the Subject Shares). BlackRock disclaims beneficial ownership of the Subject Shares. The counterparty to the CFD is an unaffiliated third-party financial institution.
Item 7. Material to be filed as Exhibits.
Item 7 is hereby amended and supplemented to include the following:
| Exhibit 2 | Asset Purchase Agreement dated as of June 18, 2022 (incorporated herein by reference to Exhibit 2.1 to the Issuers Current Report on Form 8-K filed on June 21, 2022). |
3
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Dated: June 21, 2022 | BLACKROCK, INC. | |||||
| By: | /s/ David Maryles | |||||
| Name: | David Maryles | |||||
| Title: | Attorney in Fact | |||||
Annex A is hereby amended and restated as follows:
Annex A
The following is a list of the executive officers and directors of BlackRock, Inc. (collectively, the Covered Persons), setting forth the present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted and citizenship for each such person. Each Covered Person is a citizen of the United States, unless otherwise noted, and does not have any other principal occupation (outside of similar positions held with respect to other entities directly or indirectly managed or advised by BlackRock).
Executive Officers
| Name | Principal Occupation or Employment | Business Address | Citizenship | |||
| Laurence D. Fink | Chairman and Chief Executive Officer | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Robert S. Kapito | President | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Rachel Lord | Senior Managing Director and Chair and Head of Asia Pacific | BlackRock, Inc. 16/F Champion Tower 3 Garden Road Central, Hong Kong | U.K. | |||
| Robert L. Goldstein | Senior Managing Director, Chief Operating Officer and Global Head of BlackRock Solutions | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| J. Richard Kushel | Senior Managing Director and Head of the Portfolio Management Group | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Stephen Cohen | Senior Managing Director and Head of Europe, Middle East and Africa | BlackRock, Inc. Drapers Gardens 12 Throgmorton Avenue London EC2N 2DL United Kingdom | U.K. | |||
| Mark S. McCombe | Senior Managing Director and Chief Client Officer | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.K. | |||
| Christopher J. Meade | Senior Managing Director, Chief Legal Officer and General Counsel | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Manish Mehta | Senior Managing Director and Global Head of Human Resources | BlackRock, Inc. 400 Howard Street San Francisco, CA 94105 | U.S. | |||
| Gary S. Shedlin | Senior Managing Director and Chief Financial Officer | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Mark Wiedman | Senior Managing Director and Head of International and of Corporate Strategy | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
Directors
| Name | Principal Occupation or Employment | Business Address | Citizenship | |||
| Bader M. Alsaad | Arab Fund for Economic & Social Development - Chairman of the Board and Director General | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | Kuwait | |||
| Pamela Daley | General Electric Company - Former Senior Vice President of Corporate Business Development | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Laurence D. Fink | BlackRock, Inc. - Chairman and Chief Executive Officer | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Beth Ford | Land OLakes, Inc. - President and Chief Executive Officer | Land OLakes, Inc. 4001 Lexington Ave. North Arden Hills, MN 55126 | U.S. | |||
| William E. Ford | General Atlantic - Chairman and Chief Executive Officer | General Atlantic Park Avenue Plaza 55 East 52nd Street, 33rd Fl New York, NY 10055 | U.S. | |||
| Fabrizio Freda | The Estée Lauder Companies Inc. - President and Chief Executive Officer | Estée Lauder Companies 767 Fifth Avenue, 40th Fl New York, NY 10153 | Italy & U.S. | |||
| Murry S. Gerber | EQT Corporation - Former Executive Chairman, Chairman, President and CEO | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Margaret Peggy L. Johnson | Magic Leap, Inc. - Chief Executive Officer | Magic Leap 7500 W. Sunrise Blvd Plantation, FL 33322 | U.S. | |||
| Robert S. Kapito | BlackRock, Inc. - President | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Cheryl D. Mills | BlackIvy Group LLC - Founder and Chief Executive Officer | BlackIvy Group LLC 2300 N Street NW Suite 630 Washington DC 20037 | U.S. | |||
| Gordon M. Nixon | Royal Bank of Canada - Former President, CEO and Board Member | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | Canada | |||
| Kristin C. Peck | Zoetis Inc. - Chief Executive Officer | Zoetis Inc. 10 Sylvan Way Parsippany, NJ 07054 | U.S. | |||
| Charles H. Robbins | Cisco Systems, Inc. - Chairman and Chief Executive Officer | Cisco Systems, Inc. 300 West Tasman Drive San Jose, CA 95134 7 | U.S. | |||
| Marco Antonio Slim Domit | Grupo Financiero Inbursa, S.A.B. de C.V. - Chairman | Grupo Financiero Inbursa Av. Paseo de las Palmas, #736 Floor 1 Colonia Lomas de Chapultepec C.P. 11000, México D.F. | Mexico | |||
| Hans E. Vestberg | Verizon Communications Inc. - Chairman and Chief Executive Officer | Verizon Communications Inc. 1095 Avenue of the Americas New York, NY 10036 | Sweden | |||
| Susan L. Wagner | BlackRock, Inc. - Former Vice Chairman | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | U.S. | |||
| Mark Wilson | Abacai - Co-Chairman and Chief Executive Officer | BlackRock, Inc. 55 East 52nd Street New York, NY 10055 | New Zealand | |||
Annex B
Transaction in Common Stock
Since Original Schedule 13D Filing
| Legal Entity | Trade Date | Amount | Trade Price | Buy/Sell | ||||
| Aperio Group, LLC | 4/22/2022 | 86 | $4.24 | SELL | ||||
| Aperio Group, LLC | 4/22/2022 | 86 | $4.22 | SELL | ||||
| BlackRock Fund Advisors | 5/3/2022 | 240 | $3.77 | BUY | ||||
| BlackRock Fund Advisors | 5/3/2022 | 8,245 | $3.77 | BUY | ||||
| BlackRock Fund Advisors | 5/3/2022 | 510 | $3.77 | SELL | ||||
| BlackRock Fund Advisors | 5/3/2022 | 1,700 | $3.77 | SELL | ||||
| BlackRock Fund Advisors | 5/3/2022 | 765 | $3.77 | SELL | ||||
| BlackRock Fund Advisors | 5/3/2022 | 1,785 | $3.77 | SELL | ||||
| BlackRock Fund Advisors | 5/4/2022 | 6 | $3.75 | SELL | ||||
| BlackRock Asset Management Ireland Limited | 5/4/2022 | 102 | $3.75 | BUY | ||||
| BlackRock Fund Advisors | 5/4/2022 | 850 | $3.75 | BUY | ||||
| BlackRock Fund Advisors | 5/4/2022 | 170 | $3.75 | SELL | ||||
| BlackRock Fund Advisors | 5/4/2022 | 5 | $3.75 | SELL | ||||
| BlackRock Fund Advisors | 5/4/2022 | 1,105 | $3.75 | SELL | ||||
| BlackRock Fund Advisors | 5/4/2022 | 1,275 | $3.75 | SELL | ||||
| BlackRock Fund Advisors | 5/4/2022 | 720 | $3.75 | BUY | ||||
| BlackRock Fund Advisors | 5/4/2022 | 480 | $3.75 | BUY | ||||
| BlackRock Fund Advisors | 5/5/2022 | 1,360 | $3.22 | BUY | ||||
| BlackRock Fund Advisors | 5/5/2022 | 255 | $3.22 | SELL | ||||
| BlackRock Asset Management Ireland Limited | 5/5/2022 | 132 | $3.22 | BUY | ||||
| BlackRock Fund Advisors | 5/5/2022 | 1,105 | $3.22 | SELL | ||||
| BlackRock Fund Advisors | 5/5/2022 | 340 | $3.22 | SELL | ||||
| BlackRock Fund Advisors | 5/5/2022 | 2,125 | $3.22 | BUY | ||||
| BlackRock Fund Advisors | 5/5/2022 | 1,360 | $3.22 | SELL | ||||
| BlackRock Fund Advisors | 5/5/2022 | 2,125 | $3.22 | SELL | ||||
| BlackRock Fund Advisors | 5/6/2022 | 1,785 | $4.10 | SELL | ||||
| BlackRock Fund Advisors | 5/6/2022 | 595 | $4.10 | SELL | ||||
| BlackRock Fund Advisors | 5/6/2022 | 1,700 | $4.10 | SELL | ||||
| BlackRock Financial Management, Inc. | 5/6/2022 | 2,501 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/6/2022 | 9 | $4.10 | BUY | ||||
| BlackRock Fund Advisors | 5/6/2022 | 340 | $4.10 | SELL | ||||
| BlackRock Fund Advisors | 5/9/2022 | 765 | $3.90 | BUY | ||||
| BlackRock Fund Advisors | 5/9/2022 | 1,700 | $3.90 | BUY | ||||
| BlackRock Fund Advisors | 5/9/2022 | 2,125 | $3.90 | BUY | ||||
| BlackRock Fund Advisors | 5/9/2022 | 1,955 | $3.90 | BUY | ||||
| BlackRock Fund Advisors | 5/9/2022 | 1,020 | $3.90 | BUY | ||||
| BlackRock Fund Advisors | 5/10/2022 | 1,530 | $4.45 | BUY | ||||
| BlackRock Fund Advisors | 5/10/2022 | 51 | $4.45 | SELL | ||||
| BlackRock Fund Advisors | 5/10/2022 | 3,145 | $4.45 | BUY | ||||
| BlackRock Fund Advisors | 5/10/2022 | 2,295 | $4.45 | BUY | ||||
| BlackRock Fund Advisors | 5/10/2022 | 2,550 | $4.45 | BUY |
| Legal Entity | Trade Date | Amount | Trade Price | Buy/Sell | ||||
| BlackRock Fund Advisors | 5/11/2022 | 960 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/11/2022 | 36 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/11/2022 | 595 | $3.83 | SELL | ||||
| BlackRock Fund Advisors | 5/11/2022 | 850 | $3.83 | SELL | ||||
| BlackRock Fund Advisors | 5/11/2022 | 13 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/11/2022 | 30 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/11/2022 | 1,360 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/11/2022 | 255 | $3.83 | SELL | ||||
| BlackRock Fund Advisors | 5/11/2022 | 10 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/11/2022 | 255 | $3.83 | BUY | ||||
| BlackRock Fund Advisors | 5/11/2022 | 26 | $3.83 | SELL | ||||
| BlackRock Fund Advisors | 5/12/2022 | 18 | $3.88 | BUY | ||||
| BlackRock Fund Advisors | 5/12/2022 | 595 | $3.88 | BUY | ||||
| BlackRock Fund Advisors | 5/12/2022 | 240 | $3.88 | SELL | ||||
| BlackRock Fund Advisors | 5/13/2022 | 30 | $3.55 | BUY | ||||
| BlackRock Fund Advisors | 5/13/2022 | 50 | $3.55 | SELL | ||||
| BlackRock Fund Advisors | 5/13/2022 | 12 | $3.55 | BUY | ||||
| BlackRock Fund Advisors | 5/13/2022 | 935 | $3.55 | SELL | ||||
| BlackRock Fund Advisors | 5/13/2022 | 680 | $3.55 | BUY | ||||
| BlackRock Fund Advisors | 5/13/2022 | 1,955 | $3.55 | SELL | ||||
| BlackRock Fund Advisors | 5/16/2022 | 7,310 | $3.24 | BUY | ||||
| BlackRock Fund Advisors | 5/16/2022 | 850 | $3.24 | SELL | ||||
| BlackRock Fund Advisors | 5/16/2022 | 1,785 | $3.24 | SELL | ||||
| BlackRock Fund Advisors | 5/16/2022 | 935 | $3.24 | SELL | ||||
| BlackRock Fund Advisors | 5/16/2022 | 425 | $3.24 | SELL | ||||
| BlackRock Fund Advisors | 5/16/2022 | 5 | $3.24 | SELL | ||||
| BlackRock Fund Advisors | 5/16/2022 | 240 | $3.24 | BUY | ||||
| BlackRock Fund Advisors | 5/16/2022 | 1,020 | $3.24 | SELL | ||||
| BlackRock Fund Advisors | 5/17/2022 | 1,615 | $3.17 | SELL | ||||
| BlackRock Fund Advisors | 5/17/2022 | 15 | $3.17 | BUY | ||||
| BlackRock Fund Advisors | 5/17/2022 | 935 | $3.17 | SELL | ||||
| BlackRock Fund Advisors | 5/18/2022 | 2,040 | $2.81 | SELL | ||||
| BlackRock Fund Advisors | 5/18/2022 | 1,020 | $2.81 | SELL | ||||
| BlackRock Fund Advisors | 5/18/2022 | 1,700 | $2.81 | SELL | ||||
| BlackRock Fund Advisors | 5/18/2022 | 1,785 | $2.81 | BUY | ||||
| BlackRock Fund Advisors | 5/18/2022 | 2,210 | $2.81 | SELL | ||||
| BlackRock Fund Advisors | 5/18/2022 | 720 | $2.81 | BUY | ||||
| BlackRock Fund Advisors | 5/18/2022 | 1,700 | $2.81 | SELL | ||||
| BlackRock Fund Advisors | 5/18/2022 | 68 | $2.81 | BUY | ||||
| BlackRock Fund Advisors | 5/18/2022 | 5 | $2.81 | BUY | ||||
| BlackRock Fund Advisors | 5/18/2022 | 3,145 | $2.81 | SELL | ||||
| BlackRock Fund Advisors | 5/18/2022 | 480 | $2.81 | SELL | ||||
| BlackRock Fund Advisors | 5/19/2022 | 850 | $2.67 | SELL | ||||
| BlackRock Fund Advisors | 5/19/2022 | 425 | $2.67 | SELL | ||||
| BlackRock Fund Advisors | 5/19/2022 | 1,500,000 | $67.99 | BUY | ||||
| BlackRock Fund Advisors | 5/19/2022 | 18 | $2.67 | SELL |
| Legal Entity | Trade Date | Amount | Trade Price | Buy/Sell | ||||
| BlackRock Fund Advisors | 5/19/2022 | 26 | $2.67 | SELL | ||||
| BlackRock Fund Advisors | 5/19/2022 | 4,080 | $2.67 | BUY | ||||
| BlackRock Fund Advisors | 5/19/2022 | 720 | $2.67 | BUY | ||||
| BlackRock Fund Advisors | 5/20/2022 | 765 | $2.30 | SELL | ||||
| BlackRock Fund Advisors | 5/20/2022 | 4,420 | $2.30 | SELL | ||||
| BlackRock Fund Advisors | 5/20/2022 | 170 | $2.30 | BUY | ||||
| BlackRock Fund Advisors | 5/20/2022 | 2,720 | $2.30 | SELL | ||||
| BlackRock Fund Advisors | 5/20/2022 | 480 | $2.30 | SELL | ||||
| BlackRock Fund Advisors | 5/20/2022 | 1,700 | $2.30 | SELL | ||||
| BlackRock Fund Advisors | 5/20/2022 | 1,020 | $2.30 | SELL | ||||
| BlackRock Fund Advisors | 5/20/2022 | 595 | $2.30 | BUY | ||||
| BlackRock Fund Advisors | 5/23/2022 | 720 | $2.86 | BUY | ||||
| BlackRock Fund Advisors | 5/23/2022 | 2,040 | $2.86 | BUY | ||||
| BlackRock Fund Advisors | 5/23/2022 | 1,360 | $2.86 | SELL | ||||
| BlackRock Fund Advisors | 5/23/2022 | 40 | $2.86 | BUY | ||||
| BlackRock Fund Advisors | 5/23/2022 | 255 | $2.86 | BUY | ||||
| BlackRock Fund Advisors | 5/23/2022 | 170 | $2.86 | BUY | ||||
| BlackRock Fund Advisors | 5/23/2022 | 1,190 | $2.86 | SELL | ||||
| BlackRock Fund Advisors | 5/24/2022 | 4,845 | $3.12 | BUY | ||||
| BlackRock Fund Advisors | 5/24/2022 | 15 | $3.12 | BUY | ||||
| BlackRock Fund Advisors | 5/24/2022 | 6 | $3.12 | SELL | ||||
| BlackRock Fund Advisors | 5/24/2022 | 850 | $3.12 | BUY | ||||
| BlackRock Fund Advisors | 5/24/2022 | 1,445 | $3.12 | BUY | ||||
| BlackRock Fund Advisors | 5/24/2022 | 850 | $3.12 | SELL | ||||
| BlackRock Fund Advisors | 5/24/2022 | 1,530 | $3.12 | BUY | ||||
| Aperio Group, LLC | 5/24/2022 | 145 | $2.97 | SELL | ||||
| BlackRock Fund Advisors | 5/25/2022 | 850 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 425 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 480 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 480 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 21 | $3.25 | BUY | ||||
| BlackRock Advisors, LLC | 5/25/2022 | 10,690 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 480 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 1,200 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 1,190 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 1,020 | $3.25 | SELL | ||||
| BlackRock Fund Advisors | 5/25/2022 | 425 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 39 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 3,400 | $3.25 | BUY | ||||
| BlackRock Fund Advisors | 5/25/2022 | 1,190 | $3.25 | SELL | ||||
| BlackRock Fund Advisors | 5/26/2022 | 1,275 | $3.26 | BUY | ||||
| BlackRock Fund Advisors | 5/26/2022 | 595 | $3.26 | BUY | ||||
| BlackRock Fund Advisors | 5/26/2022 | 765 | $3.26 | SELL | ||||
| BlackRock Fund Advisors | 5/26/2022 | 240 | $3.26 | BUY | ||||
| BlackRock Fund Advisors | 5/26/2022 | 2,160 | $3.26 | BUY | ||||
| BlackRock Fund Advisors | 5/26/2022 | 680 | $3.26 | SELL | ||||
| BlackRock Fund Advisors | 5/26/2022 | 850 | $3.26 | SELL |
| Legal Entity | Trade Date | Amount | Trade Price | Buy/Sell | ||||
| Aperio Group, LLC | 5/26/2022 | 67 | $3.05 | SELL | ||||
| BlackRock Fund Advisors | 5/27/2022 | 36 | $3.86 | SELL | ||||
| BlackRock Fund Advisors | 5/27/2022 | 720 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 5/27/2022 | 42 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 5/27/2022 | 10 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 5/27/2022 | 1,190 | $3.86 | SELL | ||||
| BlackRock Fund Advisors | 5/27/2022 | 480 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 5/31/2022 | 510 | $3.64 | BUY | ||||
| BlackRock Fund Advisors | 5/31/2022 | 255 | $3.64 | BUY | ||||
| BlackRock Financial Management, Inc. | 5/31/2022 | 138 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 25 | $3.64 | BUY | ||||
| BlackRock Institutional Trust Company, National Association | 5/31/2022 | 7,256 | $3.64 | SELL | ||||
| BlackRock Asset Management Ireland Limited | 5/31/2022 | 11,229 | $3.64 | SELL | ||||
| BlackRock Financial Management, Inc. | 5/31/2022 | 5,539 | $3.64 | SELL | ||||
| BlackRock Institutional Trust Company, National Association | 5/31/2022 | 534 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 425 | $3.64 | BUY | ||||
| BlackRock Fund Advisors | 5/31/2022 | 510 | $3.64 | SELL | ||||
| BlackRock Institutional Trust Company, National Association | 5/31/2022 | 574 | $3.64 | SELL | ||||
| BlackRock Financial Management, Inc. | 5/31/2022 | 2,055 | $3.64 | SELL | ||||
| BlackRock Institutional Trust Company, National Association | 5/31/2022 | 191 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 21 | $3.64 | BUY | ||||
| BlackRock Fund Advisors | 5/31/2022 | 935 | $3.64 | BUY | ||||
| BlackRock Institutional Trust Company, National Association | 5/31/2022 | 52 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 240 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 18 | $3.64 | BUY | ||||
| BlackRock Asset Management Ireland Limited | 5/31/2022 | 5,503 | $3.64 | SELL | ||||
| BlackRock Financial Management, Inc. | 5/31/2022 | 9,819 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 765 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 30 | $3.64 | BUY | ||||
| BlackRock Investment Management (UK) Limited | 5/31/2022 | 2,516 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 5/31/2022 | 11,432 | $3.64 | SELL | ||||
| BlackRock Asset Management Schweiz AG | 5/31/2022 | 2,853 | $3.64 | SELL | ||||
| BlackRock Fund Managers Ltd | 5/31/2022 | 2,877 | $3.64 | SELL | ||||
| BlackRock Institutional Trust Company, National Association | 5/31/2022 | 118 | $3.64 | SELL | ||||
| BlackRock Investment Management (Australia) Limited | 5/31/2022 | 131 | $3.64 | SELL | ||||
| BlackRock Investment Management (UK) Limited | 5/31/2022 | 5,954 | $3.64 | SELL | ||||
| BlackRock Fund Advisors | 6/1/2022 | 510 | $3.05 | SELL | ||||
| BlackRock Fund Advisors | 6/1/2022 | 1,360 | $3.05 | SELL | ||||
| BlackRock Fund Advisors | 6/1/2022 | 510 | $3.05 | SELL | ||||
| BlackRock Fund Advisors | 6/1/2022 | 680 | $3.05 | SELL | ||||
| BlackRock Fund Advisors | 6/1/2022 | 4,675 | $3.05 | BUY | ||||
| BlackRock Fund Advisors | 6/1/2022 | 480 | $3.05 | BUY | ||||
| BlackRock Fund Advisors | 6/2/2022 | 680 | $3.11 | SELL | ||||
| BlackRock Fund Advisors | 6/2/2022 | 1,020 | $3.11 | SELL | ||||
| BlackRock Fund Advisors | 6/2/2022 | 425 | $3.11 | SELL | ||||
| BlackRock Fund Advisors | 6/2/2022 | 680 | $3.11 | BUY | ||||
| BlackRock Fund Advisors | 6/3/2022 | 935 | $3.32 | SELL |
| Legal Entity | Trade Date | Amount | Trade Price | Buy/Sell | ||||
| BlackRock Fund Advisors | 6/3/2022 | 1,445 | $3.32 | SELL | ||||
| BlackRock Fund Advisors | 6/3/2022 | 680 | $3.32 | SELL | ||||
| BlackRock Fund Advisors | 6/3/2022 | 510 | $3.32 | SELL | ||||
| BlackRock Fund Advisors | 6/3/2022 | 960 | $3.32 | BUY | ||||
| BlackRock Advisors, LLC | 6/3/2022 | 2,179 | $3.32 | SELL | ||||
| BlackRock Fund Advisors | 6/6/2022 | 765 | $3.47 | SELL | ||||
| BlackRock Fund Advisors | 6/6/2022 | 960 | $3.47 | SELL | ||||
| BlackRock Fund Advisors | 6/6/2022 | 720 | $3.47 | BUY | ||||
| BlackRock Fund Advisors | 6/6/2022 | 935 | $3.47 | SELL | ||||
| BlackRock Fund Advisors | 6/6/2022 | 1,360 | $3.47 | SELL | ||||
| BlackRock Fund Advisors | 6/6/2022 | 720 | $3.47 | BUY | ||||
| BlackRock Fund Advisors | 6/6/2022 | 1,445 | $3.47 | BUY | ||||
| BlackRock Fund Advisors | 6/6/2022 | 1,360 | $3.47 | SELL | ||||
| BlackRock Fund Advisors | 6/7/2022 | 1,700 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/7/2022 | 1,105 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/7/2022 | 1,020 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/7/2022 | 240 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/7/2022 | 1,870 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 1,190 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 10 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 15 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 72 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 255 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 3,400 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 935 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 480 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 425 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 240 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 170 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 18 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 240 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 935 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 595 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 255 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 2,550 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/8/2022 | 1,530 | $3.80 | SELL | ||||
| BlackRock Fund Advisors | 6/8/2022 | 680 | $3.80 | BUY | ||||
| BlackRock Fund Advisors | 6/9/2022 | 680 | $3.86 | SELL | ||||
| BlackRock Fund Advisors | 6/9/2022 | 25 | $3.86 | SELL | ||||
| BlackRock Fund Advisors | 6/9/2022 | 2,125 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 6/9/2022 | 935 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 6/9/2022 | 480 | $3.86 | SELL | ||||
| BlackRock Fund Advisors | 6/9/2022 | 1,360 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 6/9/2022 | 2,550 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 6/9/2022 | 1,020 | $3.86 | SELL | ||||
| BlackRock Fund Advisors | 6/9/2022 | 1,700 | $3.86 | BUY | ||||
| BlackRock Fund Advisors | 6/10/2022 | 18 | $3.60 | BUY |
| Legal Entity | Trade Date | Amount | Trade Price | Buy/Sell | ||||
| BlackRock Fund Advisors | 6/10/2022 | 680 | $3.60 | SELL | ||||
| BlackRock Fund Advisors | 6/10/2022 | 20 | $3.60 | SELL | ||||
| BlackRock Fund Advisors | 6/13/2022 | 1,700 | $3.30 | BUY | ||||
| BlackRock Fund Advisors | 6/13/2022 | 4,080 | $3.30 | BUY | ||||
| BlackRock Fund Advisors | 6/13/2022 | 84 | $3.30 | BUY | ||||
| BlackRock Fund Advisors | 6/13/2022 | 1,530 | $3.30 | SELL | ||||
| BlackRock Fund Advisors | 6/13/2022 | 4,250 | $3.30 | BUY | ||||
| BlackRock Fund Advisors | 6/13/2022 | 34 | $3.30 | BUY | ||||
| BlackRock Fund Advisors | 6/13/2022 | 1,870 | $3.30 | BUY | ||||
| BlackRock Institutional Trust Company, National Association | 6/13/2022 | 1,389 | $3.24 | BUY | ||||
| Aperio Group, LLC | 6/14/2022 | 289 | $3.04 | SELL | ||||
| BlackRock Fund Advisors | 6/14/2022 | 3,400 | $3.01 | BUY | ||||
| BlackRock Fund Advisors | 6/14/2022 | 1,445 | $3.01 | BUY | ||||
| BlackRock Fund Advisors | 6/14/2022 | 51 | $3.01 | BUY | ||||
| BlackRock Fund Advisors | 6/14/2022 | 1,105 | $3.01 | BUY | ||||
| BlackRock Fund Advisors | 6/14/2022 | 765 | $3.01 | BUY | ||||
| BlackRock Fund Advisors | 6/14/2022 | 240 | $3.01 | BUY | ||||
| BlackRock Fund Advisors | 6/14/2022 | 2,040 | $3.01 | BUY | ||||
| Aperio Group, LLC | 6/15/2022 | 198 | $3.12 | SELL | ||||
| BlackRock Fund Advisors | 6/15/2022 | 30 | $3.07 | BUY | ||||
| BlackRock Fund Advisors | 6/15/2022 | 1,700 | $3.07 | SELL | ||||
| BlackRock Fund Advisors | 6/15/2022 | 1,700 | $3.07 | SELL | ||||
| BlackRock Fund Advisors | 6/15/2022 | 170 | $3.07 | BUY | ||||
| BlackRock Fund Advisors | 6/15/2022 | 1,105 | $3.07 | BUY | ||||
| BlackRock Fund Advisors | 6/15/2022 | 480 | $3.07 | BUY | ||||
| BlackRock Fund Advisors | 6/15/2022 | 1,190 | $3.07 | BUY | ||||
| BlackRock Fund Advisors | 6/15/2022 | 18 | $3.07 | BUY | ||||
| BlackRock Fund Advisors | 6/16/2022 | 1,530 | $2.87 | BUY | ||||
| BlackRock Fund Advisors | 6/16/2022 | 2,210 | $2.87 | BUY | ||||
| BlackRock Fund Advisors | 6/16/2022 | 2,125 | $2.87 | BUY | ||||
| BlackRock Fund Advisors | 6/16/2022 | 935 | $2.87 | BUY | ||||
| BlackRock Fund Advisors | 6/16/2022 | 680 | $2.87 | SELL | ||||
| BlackRock Fund Advisors | 6/16/2022 | 3,655 | $2.87 | BUY | ||||
| BlackRock Fund Advisors | 6/16/2022 | 1,360 | $2.87 | SELL | ||||
| BlackRock Fund Advisors | 6/16/2022 | 3,060 | $2.87 | BUY |