Sec Form 4 Filing - Sanghavi Darshak @ Babylon Holdings Ltd - 2023-03-13

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Sanghavi Darshak 2. Issuer Name and Ticker or Trading Symbol Babylon Holdings Ltd [ BBLN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Medical Officer (Last) (First) (Middle) 2500 BEE CAVE ROAD, BLDG. 1, SUITE 400 3. Date of Earliest Transaction (MM/DD/YY) 03/13/2023 (Street) AUSTIN, TX78746 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A ordinary shares 03/13/2023 M 628 A 53,662 D Class A ordinary shares 03/13/2023 F 3,465 ( 2 ) D $ 8.46 50,197 D Class A ordinary shares 03/13/2023 F 218 ( 2 ) D $ 8.46 49,979 D Class A ordinary shares 03/13/2023 S 2,640 ( 3 ) D $ 8.5 ( 4 ) 47,339 D Class A ordinary shares 03/14/2023 S 3,743 ( 3 ) D $ 7.66 ( 5 ) 43,596 D Class A ordinary shares 03/15/2023 S 3,202 ( 3 ) D $ 7.21 ( 6 ) 40,394 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted share units ( 1 ) 03/13/2023 M 628 ( 7 ) ( 7 ) Class A ordinary shares 628 $ 0 5,659 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sanghavi Darshak 2500 BEE CAVE ROAD BLDG. 1, SUITE 400 AUSTIN, TX78746 Chief Medical Officer Signatures /s/ Darshak Sanghavi 03/16/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Class A ordinary shares reported were issued upon settlement of the restricted share units ("RSUs"), each representing a contingent right to receive one Class A ordinary share. ( 2 )Exempt transaction pursuant to Rule 16b-3(e) payment of tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued. All of the shares reported as disposed of on this line were relinquished by the Reporting person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting person resulting from the vesting of the RSUs. ( 3 )The Class A ordinary shares were awarded under the Babylon Holdings Limited 2021 Equity Incentive Plan. The disposition of the Class A ordinary shares is made pursuant to a discretionary transaction that is exempt from Section 16(b) pursuant to Rule 16b-3(d)(3). ( 4 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $8.41 to $8.58. Full information regarding the number of shares sold at each separate price can be provided to the Issuer, any security holder of the Issuer or the SEC staff upon request. ( 5 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.55 to $7.96. Full information regarding the number of shares sold at each separate price can be provided to the Issuer, any security holder of the Issuer or the SEC staff upon request. ( 6 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.00 to $7.39. Full information regarding the number of shares sold at each separate price can be provided to the Issuer, any security holder of the Issuer or the SEC staff upon request. ( 7 )The RSUs were awarded under the Babylon Holdings Limited 2021 Equity Incentive Plan and vest in equal quarterly installments beginning February 10, 2023. Vested RSUs will be settled in shares or cash as soon as administratively practicable after vesting, but in no event more than 60 days after the RSUs' vesting date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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