SEC Form 4 · accession 0001231919-26-000674
Sionna Therapeutics, Inc. · SION
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
RA Capital Healthcare Fund LP
Director · 10% Owner
RA CAPITAL MANAGEMENT, L.P.
Director · 10% Owner
Peter Kolchinsky
Director · 10% Owner
Rajeev M. Shah
Director · 10% Owner
RA Capital Nexus Fund, L.P.
Director
RA Capital Nexus Fund III, L.P.
Director
Period of report
Jun 17, 2026
Accepted (ET)
Jun 18, 2026 · 5:41 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002036042
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F2,F3,F1 | $36.73 | Jun 17, 2026 | A | 17,340 | A | — | Jun 16, 2036 | Common Stock | 17,340 | 17,340 | I |
Explanation of responses
- F1The shares underlying the option vest in full upon the earlier of June 17, 2027 or the date of the Issuer's next annual meeting, subject to Dr. Resnick's continued service through such date.
- F2RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund, L.P. (the "Nexus Fund"), RA Capital Nexus Fund III, L.P. (the "Nexus Fund III"), and a separately managed account (the "Account"). 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, the Nexus Fund, the Nexus Fund III, Dr. Kolchinsky and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his pecuniary interest therein.
- F3Under Dr. Resnick's arrangement with the Adviser, Dr. Resnick holds the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund III, and the Account. Dr. Resnick is obligated to turn over to the Adviser any net cash or stock received upon exercise of the stock option, which will offset advisory fees owed by the Fund, the Nexus Fund, the Nexus Fund III and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the stock option and underlying Common Stock.
Remarks
Joshua Resnick, a Partner of the Adviser, serves on the Issuer's board of directors.