Gossamer Bio, Inc. 3115 Merryfield Row, Suite 120 San Diego, California 92121
May 18, 2026
To the beneficial owners, or representatives acting on behalf of beneficial owners, of the following notes (the Existing Convertible Notes): 5.00% Convertible Senior Notes due 2027 (CUSIP: 38341P AA0) issued by Gossamer Bio, Inc.
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Gossamer Bio, Inc., a Delaware corporation (the Offeror), is undertaking certain transactions with respect to the Existing Convertible Notes (the Exchange Offer and Consent Solicitation), including (i) exchanging any and all of the above listed Existing Convertible Notes for a combination of: (a) the Offerors common stock, par value $0.0001 per share (the Common Stock), or, in lieu of issuing shares of Common Stock, prefunded warrants to purchase shares of Common Stock (the Prefunded Warrants and together with the Common Stock, the Equity Securities), (b) with respect to eligible holders, warrants to purchase shares of the Offerors Common Stock (the Purchase Warrants) and (c) new convertible debt securities to be issued by the Offeror (the New Convertible Notes, and together with the Equity Securities and Purchase Warrants, the Offered Securities), and (ii) soliciting consents from holders of the Existing Convertible Notes to adopt certain proposed amendments to the respective indenture under which the Existing Convertible Notes were issued.
If you are a beneficial owner, or a representative acting on behalf of a beneficial owner, of Existing Convertible Notes that is an Eligible Holder (as defined below), please complete the attached eligibility letter (the Eligibility Letter) and return it to D.F. King & Co. Inc. at the address set forth in the Eligibility Letter. If you are a beneficial owner of Existing Convertible Notes that is not an Eligible Holder, please do not take any action at this time.
An Eligible Holder is a beneficial owner that certifies that it is: a Qualified Institutional Buyer, as that term is defined in Rule 144A under the Securities Act of 1933, as amended (the Securities Act).
RESPONSES MUST BE RECEIVED NO LATER THAN 5:00 P.M., NEW YORK CITY TIME, ON JUNE 16, 2026. TO RECEIVE THE EARLY EXCHANGE PREMIUM, RESPONSES MUST BE RECEIVED NO LATER THAN 5:00 P.M., NEW YORK CITY TIME, ON JUNE 1, 2026.
I am an "Eligible Holder" I am not an "Eligible Holder"
I am an "Eligible Holder"
I am not an "Eligible Holder"
This letter is neither an offer of the Offered Securities nor a solicitation of an offer with respect to the Offered Securities. It does not create any obligations whatsoever on the part of the Offeror to make any offer or on the part of the recipient to participate if an offer is made. The terms of any offer, including the terms of any Offered Securities, as well as the terms of any consent solicitation with respect to the Existing Convertible Notes, will be set forth in a separate offering memorandum, which Eligible Holders are encouraged to carefully read.
COMPLETED FORMS MUST BE EMAILED TO THE ATTENTION OF D.F. KING & CO. INC., THE INFORMATION AGENT FOR THE EXCHANGE OFFER AND CONSENT SOLICITATION, AT (866) 620-9554. You may direct any questions about the eligibility process to:
D.F. King & Co. Inc. 28 Liberty Street, 53rd Floor New York, NY 10005 Toll Free: (866) 620-9554 Toll: (646) 582-7109 Email: goss@dfking.com
Sincerely, GOSSAMER BIO, INC.