SEC Form 4 · accession 0001231919-26-000776
Vor Biopharma Inc. · VOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
RA Capital Healthcare Fund LP
10% Owner
RA CAPITAL MANAGEMENT, L.P.
10% Owner
Peter Kolchinsky
10% Owner
Rajeev M. Shah
10% Owner
Period of report
Jul 16, 2026
Accepted (ET)
Jul 21, 2026 · 4:54 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001817229
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Jul 16, 2026 | X | 2,100,000 | $0.002 | A | 4,502,095 | I | See footnotes |
| Common StockF2,F3 | Jul 16, 2026 | S | 213 | $19.75 | D | 4,501,882 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Pre-Funded Warrant (Right to Buy)F2,F3,F4 | $0.002 | Jul 16, 2026 | X | 2,100,000 | D | — | — | Common Stock | 2,100,000 | 7,900,000 | I |
Explanation of responses
- F1On July 16, 2026, the Fund exercised Pre-Funded Warrants to purchase an aggregate of 2,100,000 shares of the Issuer's common stock for $0.002 a share. The Fund exercised the Pre-Funded Warrants on a cashless basis, resulting in the Issuer's withholding of 213 of such shares to satisfy the exercise price of the Pre-Funded Warrants, and the issuance to the Fund of an aggregate of 2,099,787 shares.
- F2RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. Each of the Adviser, the Adviser GP, the Fund, Dr. Kolchinsky and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein.
- F3Held directly by the Fund.
- F4The Pre-Funded Warrants have no expiration date and are exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Pre-Funded Warrants to the extent that such exercise would cause the aggregate number of shares of common stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 19.99% of the total number of issued and outstanding shares of common stock of the Issuer following such exercise.