SEC Form 4 · accession 0001144204-17-033683
Ra Pharmaceuticals, Inc. · RARX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jun 20, 2017
Accepted (ET)
Jun 22, 2017 · 5:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001481512
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Director Options to Purchase Common Stock (right to buy)F2,F3,F1 | $22.37 | Jun 20, 2017 | A | 15,000 | A | — | Jun 20, 2027 | Common Stock | 115,000 | 15,000 | I |
Explanation of responses
- F1On June 20, 2017, the Reporting Persons were granted an option to purchase 15,000 shares of Common Stock as explained further in Note (2). The option shall vest and become exercisable in a single annual installment upon the earlier of (i) the one year anniversary of the grant date of June 20, 2017 or (ii) the Issuer's annual general meeting of shareholders in 2018.
- F2The reported securities are held directly by Rajeev Shah, an employee of RA Capital Management, LLC (the "Adviser") and he serves as the Adviser's board representative to the Issuer. The reported securities are held for the benefit of RA Capital Healthcare Fund, L.P. (the "Fund") and a separately managed account (the "Account"). The Adviser is the general partner of the Fund and the investment manager of the Account. Peter Kolchinsky is the sole manager of the Adviser. The Adviser and Mr. Kolchinsky may be deemed indirect beneficial owners of the option. The Adviser and Mr. Kolchinsky disclaim beneficial ownership of the reported securities in reliance on Rule 16a-1(a)(1)(v) and (vii) and disclaim any obligation to file reports under Section 16 other than as directors by deputization.
- F3The Adviser and Mr. Kolchinsky have no pecuniary interest in the reported securities held in the separately managed account (the "Account") and disclaim: (A) beneficial ownership thereof for purposes of Rule 16a-1(a)(2) and (B) beneficial ownership of securities held by the Fund, for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein.