SEC Form 4 · accession 0001104659-16-153345

Ra Pharmaceuticals, Inc. · RARX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

10% Owner

10% Owner

Period of report

Oct 31, 2016

Accepted (ET)

Oct 31, 2016 · 4:50 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001481512

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock^F2,F1	Oct 31, 2016	X	62,914	$0.07	A	62,914	D
Common Stock^F2,F1	Oct 31, 2016	S	339	$13.00	D	62,575	D
Common Stock^F3,F1	Oct 31, 2016	C	1,389,797	—	A	1,452,372	D
Common Stock^F4,F1	Oct 31, 2016	C	522,561	—	A	1,974,933	D
Common Stock^F5,F1	Oct 31, 2016	C	486,104	—	A	2,461,037	D
Common Stock^F1	Oct 31, 2016	P	84,615	$13.00	A	2,545,652	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Warrants to Purchase Common Stock^F2,F1	$0.07	Oct 31, 2016	X	62,914	D	—	Apr 1, 2022	Common Stock	62,914	D
Series A Preferred Stock^F3,F1	—	Oct 31, 2016	C	9,728,589	D	—	—	Common Stock	1,389,797	D
Series B-1 Preferred Stock^F4,F1	—	Oct 31, 2016	C	3,657,932	D	—	—	Common Stock	522,561	D
Series B-2 Preferred Stock^F5,F1	—	Oct 31, 2016	C	3,402,729	D	—	—	Common Stock	486,104	D

F1The board of directors of Novartis Bioventures Ltd. has sole voting and investment control and power over such securities. None of the members of its board of directors has individual voting or investment power with respect to such securities and each disclaims beneficial ownership of such securities. Novartis Bioventures Ltd. is an indirectly owned subsidiary of Novartis AG.
F2The Warrants automatically exercised immediately prior to the closing of the Issuer's initial public offering for such number of shares issuable pursuant to a cashless net exercise provision, resulting in the Issuer withholding 339 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 62,575 shares, after deducting the aggregate exercise price.
F3Each share of the Series A Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
F4Each share of the Series B-1 Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
F5Each share of the Series B-2 Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date.