SEC Form 4 · accession 0001104659-16-153449

Ra Pharmaceuticals, Inc. · RARX

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

Reporting owner

Rajeev M. Shah

Director

Period of report

Oct 31, 2016

Accepted (ET)

Oct 31, 2016 · 8:46 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	Nature of ownership
Common Stock^F4,F1,F2	Oct 31, 2016	C	616,646	—	A	616,646	I	See footnotes
Common Stock^F3,F5,F2	Oct 31, 2016	C	573,624	—	A	1,190,270	I	See footnote
Common Stock^F6,F7,F2	Oct 31, 2016	P	161,538	$13.00	A	1,351,808	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series B-1 Preferred Stock^F8,F4,F2,F1	—	Oct 31, 2016	C	4,316,531	D	—	—	Common Stock	616,646	0	I
Series B-2 Preferred Stock^F9,F5,F2,F3	—	Oct 31, 2016	C	4,015,378	D	—	—	Common Stock	573,624	0	I

Explanation of responses

F1These securities include 507,500 shares held by RA Capital Healthcare Fund, L.P. (the "Fund") and 109,146 shares held in an account owned by Blackwell Partners LLC-Series A (the "Blackwell Account").
F2RA Capital Management, LLC (the "Adviser") is the general partner of the Fund and the investment adviser of the Blackwell Account. Peter Kolchinsky is the sole manager of the Adviser, and Mr. Shah is a managing director of the Adviser. Mr. Shah has no pecuniary interest in the reported securities held in the Blackwell Account and therefore disclaims beneficial ownership of those securities. Mr. Shah disclaims beneficial ownership of the reported securities held by the Fund except to the extent of his pecuniary interest therein.
F3These securities include 472,093 shares held by the Fund and 101,531 shares held in the Blackwell Account.
F4Each share of the Series B-1 Preferred Stock converted into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and had no expiration date.
F5Each share of the Series B-2 Preferred Stock converted into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and had no expiration date.
F6These securities include 132,357 shares held by the Fund and 29,181 shares held in the Blackwell Account.
F7These securities include 1,111,950 shares held by the Fund and 239,858 shares held in the Blackwell Account.
F8These securities include 3,552,506 shares held by the Fund and 764,025 shares held in the Blackwell Account.
F9These securities include 3,304,656 shares held by the Fund and 710,722 shares held in the Blackwell Account.