36,536,996 Common Stock of Kadmon Holdings, Inc. are subject to a Lock-Up Agreement Ending on 23-JAN-2017. These Common Stock will be under lockup for 181 days starting from 26-JUL-2016 to 23-JAN-2017. Details: The directors, executive officers and other holders of the shares of common stock and options and warrants to purchase common stock collectively representing approximately 99% of outstanding shares of common stock upon giving effect to the Corporate Conversion immediately prior to this offering, as well as the holders of the convertible preferred stock, and the shares issuable upon conversion of the Convertible Term Loan and the Second-Lien Convert, have agreed with the underwriters, not to sell 36,536,996 shares of common stock or any securities convertible into or exercisable or exchangeable for shares of common stock for a period ending 180 days after the date of this prospectus.