X0508 4 2024-12-12 0001281895 ROCKET PHARMACEUTICALS, INC. RCKT 0001493215 RTW INVESTMENTS, LP 40 10TH AVENUE, 7TH FLOOR NEW YORK NY 10014 1 0 1 1 See remarks 0001493280 WONG RODERICK 40 10TH AVENUE, 7TH FLOOR NEW YORK NY 10014 1 0 1 1 See remarks 0 Pre-funded Warrant (right to buy) 0.01 2024-12-12 4 A 0 400000 12.49 A Common Stock 400000 3526955 I See footnote The Pre-Funded Warrant was purchased from the Issuer in a private placement, which transaction is exempt from Section 16(b) in accordance with Rule 16b-3(d)(1) promulgated under the Securities Exchange Act of 1934, as amended. Subject to the terms and conditions set forth in the Pre-Funded Warrant, the holder thereof may, at any time and from time to time on or after December 12, 2024, exercise the Pre-Funded Warrant until exercised in full. The Pre-Funded Warrant reported herein contains an exercise limitation prohibiting the holder from exercising the Pre-Funded Warrant until such time as the holder, together with the Reporting Persons and certain other related parties, would not beneficially own after any such exercise more than 9.99% of the then issued and outstanding Common Stock (the "Blocker"). Due to the Blocker, the Pre-Funded Warrant beneficially owned by the Reporting Persons is not presently exercisable. This Form 4 is being filed by each of (i) RTW Investments, LP (the "Adviser") with respect to the securities held by certain investment funds managed by the Adviser (the "RTW Funds") and (ii) Roderick Wong, M.D. ("Dr. Wong"), who serves as the Managing Partner and Chief Investment Officer of the Adviser and who is a director of the Issuer and Chairman of the Issuer's Board of Directors. The Adviser may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that each of Dr. Wong, Naveen Yalamanchi, M.D., who serves as a Partner and Portfolio Manager of the Adviser, and Gotham Makker, who serves as a Partner and Head of Strategic Investments of the Adviser, currently serves on the board of directors of the Issuer. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. /s/ Roderick Wong, for RTW Investments, LP, By: Roderick Wong, M.D., its Managing Partner 2024-12-16 /s/ Roderick Wong, By: Roderick Wong, M.D. 2024-12-16