SEC Form 4 · accession 0001144204-18-056882
Ra Pharmaceuticals, Inc. · RARX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
RA Capital Healthcare Fund LP
Director · 10% Owner
RA CAPITAL MANAGEMENT, LLC
Director · 10% Owner
Peter Kolchinsky
Director · 10% Owner
Period of report
Nov 1, 2018
Accepted (ET)
Nov 1, 2018 · 8:01 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)F3,F4,F1,F2 | $9.90 | Jun 28, 2018 | A | 15,000 | A | — | Jun 28, 2028 | Common Stock | 15,000 | 15,000 | I |
Explanation of responses
- F1On June 28, 2018, the Reporting Person was granted an option to purchase 15,000 shares of Common Stock. The option shall vest and become exercisable in a single annual installment upon the earlier of (i) the first anniversary of the grant date of June 28, 2018 or (ii) the Issuer's annual meeting of shareholders in 2019.
- F2This Form 4 is being amended to correct an inadvertent error in reporting the number of shares subject to the option.
- F3The 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 Dr. Kolchinsky may be deemed indirect beneficial owners of the option. The Adviser and Dr. 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.
- F4The Adviser and Dr. 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.