13D Filing: James E. Flynn and Nivalis Therapeutics Inc. (NVLS)

(7)       Deerfield
Private Design International II

Number of Shares: 832,216

Percentage of Shares: 5.32%

(8)       Flynn

Number of shares:

3,741,639 (comprised of shares held by Deerfield Special Situations Fund, Deerfield Private Design, Deerfield Private Design International, Deerfield Private Design II and Deerfield Private Design International II and shares underlying the September 2016 Option, to the extent such option is vested or vests within 60 days from the date hereof)

Percentage of shares:

23.89%

(b)

(1)        Deerfield
Mgmt

Sole power to vote or direct the vote: 0

Shared power to vote or direct the vote:
3,732,414

Sole power to dispose or to direct the disposition:
0

Shared power to dispose or direct the disposition:
3,732,414

(2)       Deerfield
Management

Sole power to vote or direct the vote: 0

Shared power to vote or direct the vote:
3,741,639

Sole power to dispose or to direct the disposition:
0

Shared power to dispose or direct the disposition:
3,741,639

(3)       Deerfield
Special Situations Fund

Sole power to vote or direct the vote: 0

Shared power to vote or direct the vote:
1,124,740

Sole power to dispose or to direct the disposition:
0

Shared power to dispose or direct the disposition:
1,124,740

(4)       Deerfield
Private Design

Sole power to vote or direct the vote: 0

Shared power to vote or direct the vote:
402,064

Sole power to dispose or to direct the disposition:
0

Shared power to dispose or direct the disposition:
402,064