X0306 4 2020-08-17 0 0001157601 MADRIGAL PHARMACEUTICALS, INC. MDGL 0001014095 CRAVES FRED B C/O BAY CITY CAPITAL LLC, 750 BATTERY STREET, SUITE 400 SAN FRANCISCO CA 94111 1 0 1 0 Common Stock 2020-08-17 4 S 0 12500 110.73 D 60375 I See Footnotes Common Stock 2020-08-18 4 S 0 10197 110.03 D 50178 I See Footnotes Common Stock 2020-08-19 4 S 0 7303 107.64 D 42875 I See Footnotes Common Stock 3729141 I See Footnotes Common Stock 81380 I See Footnotes Common Stock 281683 D Common Stock 90000 I See Footnote Bay City Capital LLC, a Delaware limited liability company ("BCC"), Bay City Capital Management IV LLC, a Delaware limited liability company ("Management IV"), Bay City Capital Fund IV, L.P., a Delaware limited partnership ("Fund IV"), and Bay City Capital Fund IV Co-Investment Fund, L.P., a Delaware limited partnership ("Co-Investment IV") are deemed to be a "group" for the purposes of Section 13(d) under the Securities Exchange Act of 1934. Management IV is the general partner of Fund IV and Co-Investment IV and has sole voting and dispositive power with respect to the securities held by Fund IV and Co-Investment IV. BCC, the manager of Management IV, is also an advisor to Fund IV and Co-Investment IV and has sole voting and dispositive power with respect to the securities held by Fund IV and Co-Investment IV. These securities are held by BCC. Dr. Craves disclaims beneficial ownership of these securities held by BCC, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in the securities by virtue of the limited liability company interests he owns in BCC. These securities are held by Fund IV. Dr. Craves disclaims beneficial ownership of these securities held by Fund IV, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in the securities by virtue of the limited liability company interests he owns in BCC. These securities are held by Co-Investment IV. Dr. Craves disclaims beneficial ownership of these securities held by Co-Investment IV, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in the securities by virtue of the limited liability company interests he owns in BCC. Represents shares held indirectly by Dr. Craves through a grantor retained annuity trust. /s/ Fred B. Craves 2020-08-19