X0306 4 2020-10-27 0 0001805387 Cerevel Therapeutics Holdings, Inc. CERE 0001578965 Koppel Adam C/O BAIN CAPITAL LIFE SCIENCES INVESTORS 200 CLARENDON STREET BOSTON MA 02116 1 0 1 0 Common Stock 2020-10-27 4 J 0 49961943 A 50300063 I See Footnotes Common Stock 2020-10-27 4 P 0 10000000 10.00 A 60300063 I See Footnotes On October 27, 2020, Cerevel Therapeutics Holdings Inc. (f/k/a ARYA Sciences Acquisition Corp II, the "Issuer") consummated a business combination (the "Business Combination") pursuant to which Cassidy Merger Sub 1, Inc., a wholly-owned subsidiary of the Issuer merged with and into Cerevel Therapeutics, Inc. ("Cerevel"). At the effective time of the Business Combination, each share of Cerevel outstanding as of immediately prior to the effective time was exchanged for shares of Common Stock of the Issuer based on an implied Cerevel vested equity value of $780,000,000. As a result, BC Perception Holdings, LP ("BC Perception") received 49,961,943 shares of the Issuer's Common Stock in consideration for the equity securities of Cerevel held by BC Perception prior to the Business Combination. On October 27, 2020, BC Perception purchased 10,000,000 shares of the Issuer's Common Stock from the Issuer at a price of $10.00 per share. Adam Koppel is a Managing Director of Bain Capital Life Sciences Investors, LLC, which is the ultimate general partner of Bain Capital Life Sciences Fund, LP. As a result, Dr. Koppel may be deemed to share voting and dispositive power with respect to the securities held by BC Perception. Dr. Koppel disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. /s/ Adam Koppel 2020-10-29