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RA Capital Nexus Fund II, L.P.

Disclosed activity across 15 companies

Tapewire entity
29189
SEC CIK
0001825376

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
ARS Pharmaceuticals, Inc.SPRY · Entity 883DirectorJune 24, 2026June 26, 2026
Acrivon Therapeutics, Inc.ACRV · Entity 573DirectorJune 17, 2026June 22, 2026
Acumen Pharmaceuticals, Inc.ABOS · Entity 6281DirectorJune 03, 2026June 05, 2026
Climb Bio, Inc.CLYM · Entity 5064DirectorSeptember 28, 2026October 01, 2026
Cytek Biosciences, Inc.CTKB · Entity 5345DirectorMarch 14, 2022March 16, 2022
Freenome, Inc.FRNM · Entity 4644DirectorJuly 20, 2026July 22, 2026
Hemab Therapeutics Holdings, Inc.COAG · Entity 4476DirectorMay 04, 2026May 06, 2026
Janux Therapeutics, Inc.JANX · Entity 4864DirectorJune 11, 2026June 13, 2026
LENZ Therapeutics, Inc.LENZ · Entity 6475DirectorJune 15, 2026June 16, 2026
PepGen Inc.PEPG · Entity 6253DirectorJune 18, 2026June 22, 2026
Werewolf Therapeutics, Inc.HOWL · Entity 7244Director · 10% ownerMay 12, 2025May 14, 2025

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

ARS Pharmaceuticals, Inc.

Report date June 24, 2026 · Filed June 26, 2026

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $10.54 · Expires 2036-06-23IndirectSee Footnotes30,000 Reported balance After 2026-06-24 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-06-24 · Grant · Acquired 30,000 · Balance 30,000

F1: The shares subject to the option will vest in full on the earlier of June 24, 2027 or the date of the Issuer's 2027 annual meeting of stockholders, which date has not been set by the Issuer's Board of Directors.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Under Dr. Kolchinsky 's arrangement with the Adviser, Dr. Kolchinsky holds the option for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: The shares subject to the option will vest in full on the earlier of June 24, 2027 or the date of the Issuer's 2027 annual meeting of stockholders, which date has not been set by the Issuer's Board of Directors.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Under Dr. Kolchinsky 's arrangement with the Adviser, Dr. Kolchinsky holds the option for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Acrivon Therapeutics, Inc.

Report date June 17, 2026 · Filed June 22, 2026

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $1.52 · Expires 2036-06-16IndirectSee Footnotes20,275 Reported balance After 2026-06-17 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-06-17 · Grant · Acquired 20,275 · Balance 20,275

F1: The shares subject to the option shall vest on the date immediately preceding the date of the Issuer's next annual meeting of stockholders, subject to Dr. Derek DiRocco's continuous service through the applicable vesting date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Under Dr. DiRocco's arrangement with the Adviser, Dr. DiRocco holds the option for the benefit of the Fund and the Nexus Fund II. Dr. DiRocco is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: The shares subject to the option shall vest on the date immediately preceding the date of the Issuer's next annual meeting of stockholders, subject to Dr. Derek DiRocco's continuous service through the applicable vesting date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Under Dr. DiRocco's arrangement with the Adviser, Dr. DiRocco holds the option for the benefit of the Fund and the Nexus Fund II. Dr. DiRocco is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Acumen Pharmaceuticals, Inc.

Report date June 03, 2026 · Filed June 05, 2026

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes48,300 Reported balance After 2026-06-03 transaction · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · 2026-06-03 · Grant · Acquired 35,500 · Balance 48,300

F1: Represents a restricted stock unit ("RSU") award to Laura Stoppel. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The RSUs will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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 II, 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.

F3: Under Dr. Stoppel's arrangement with the Adviser, Dr. Stoppel holds the RSUs and the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Stoppel is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the RSUs, the option and the underlying common stock.

Common StockSEC Table I · non-derivativeIndirectSee footnotes19,103,785 Reported balance Holding disclosure · report date 2026-06-03 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 19,103,785

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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 II, 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.

F4: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes1,300,034 Reported balance Holding disclosure · report date 2026-06-03 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 1,300,034

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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 II, 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.

F5: Held directly by the Nexus Fund II.

Common StockSEC Table I · non-derivativeIndirectSee footnotes588,850 Reported balance Holding disclosure · report date 2026-06-03 · row 4 Holding and transaction disclosures are not merged.
1 source row

Row 4 · Balance 588,850

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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 II, 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.

F6: Held directly by the Account.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $2.29 · Expires 2036-06-03IndirectSee Footnotes53,250 Reported balance After 2026-06-03 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2026-06-03 · Grant · Acquired 53,250 · Balance 53,250

F7: Represents the award of an option to Dr. Stoppel. The shares subject to the option will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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 II, 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.

F3: Under Dr. Stoppel's arrangement with the Adviser, Dr. Stoppel holds the RSUs and the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Stoppel is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the RSUs, the option and the underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: Represents a restricted stock unit ("RSU") award to Laura Stoppel. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The RSUs will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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 II, 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.

F3: Under Dr. Stoppel's arrangement with the Adviser, Dr. Stoppel holds the RSUs and the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Stoppel is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the RSUs, the option and the underlying common stock.

F4: Held directly by the Fund.

F5: Held directly by the Nexus Fund II.

F6: Held directly by the Account.

F7: Represents the award of an option to Dr. Stoppel. The shares subject to the option will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes10,000 Reported balance After 2026-09-28 transaction · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · 2026-09-28 · Exercise / conversion · Acquired 10,000 · Balance 10,000

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Common StockSEC Table I · non-derivativeIndirectSee footnotes20,000 Reported balance After 2026-09-28 transaction · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · 2026-09-28 · Exercise / conversion · Acquired 10,000 · Balance 20,000

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Common StockSEC Table I · non-derivativeIndirectSee footnotes30,000 Reported balance After 2026-09-28 transaction · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · 2026-09-28 · Exercise / conversion · Acquired 10,000 · Balance 30,000

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Common StockSEC Table I · non-derivativeIndirectSee footnotes70,000 Reported balance After 2026-09-28 transaction · row 4 Holding and transaction disclosures are not merged.
1 source row

Row 4 · 2026-09-28 · Exercise / conversion · Acquired 40,000 · Balance 70,000

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Common StockSEC Table I · non-derivativeIndirectSee footnotes3,837,101 Reported balance Holding disclosure · report date 2026-09-28 · row 5 Holding and transaction disclosures are not merged.
1 source row

Row 5 · Balance 3,837,101

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F3: These securities are held directly by Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes1,226,497 Reported balance Holding disclosure · report date 2026-09-28 · row 6 Holding and transaction disclosures are not merged.
1 source row

Row 6 · Balance 1,226,497

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F4: These securities are held directly by the Nexus Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes483,679 Reported balance Holding disclosure · report date 2026-09-28 · row 7 Holding and transaction disclosures are not merged.
1 source row

Row 7 · Balance 483,679

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F5: These securities are held directly by the Nexus Fund II.

Common StockSEC Table I · non-derivativeIndirectSee footnotes3,671,766 Reported balance Holding disclosure · report date 2026-09-28 · row 8 Holding and transaction disclosures are not merged.
1 source row

Row 8 · Balance 3,671,766

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F6: These securities are held directly by Nexus Fund III.

Common StockSEC Table I · non-derivativeIndirectSee footnotes841,087 Reported balance Holding disclosure · report date 2026-09-28 · row 9 Holding and transaction disclosures are not merged.
1 source row

Row 9 · Balance 841,087

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F7: These securities are held directly by the Account.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $3.46 · Expires 2026-09-29IndirectSee footnotes0 Reported balance After 2026-09-28 transaction · row 10 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 10 · 2026-09-28 · Exercise / conversion · Disposed 10,000 · Balance 0

F8: Immediately exercisable.

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $3.00 · Expires 2026-09-29IndirectSee Footnotes0 Reported balance After 2026-09-28 transaction · row 11 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 11 · 2026-09-28 · Exercise / conversion · Disposed 10,000 · Balance 0

F8: Immediately exercisable.

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $7.89 · Expires 2026-09-29IndirectSee Footnotes0 Reported balance After 2026-09-28 transaction · row 12 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 12 · 2026-09-28 · Exercise / conversion · Disposed 10,000 · Balance 0

F8: Immediately exercisable.

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $1.29 · Expires 2026-09-29IndirectSee Footnotes0 Reported balance After 2026-09-28 transaction · row 13 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 13 · 2026-09-28 · Exercise / conversion · Disposed 40,000 · Balance 0

F8: Immediately exercisable.

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F2: This option was granted to Andrew Levin pursuant to the Issuer's non-employee director compensation policy. Under Dr. Levin's arrangement with the Adviser, Dr. Levin held the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II, the Nexus Fund III, and the Account. Dr. Levin is obligated to turn over to the Adviser any stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

F3: These securities are held directly by Fund.

F4: These securities are held directly by the Nexus Fund.

F5: These securities are held directly by the Nexus Fund II.

F6: These securities are held directly by Nexus Fund III.

F7: These securities are held directly by the Account.

F8: Immediately exercisable.

Cytek Biosciences, Inc.

Report date March 14, 2022 · Filed March 16, 2022

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes13,139,327 Reported balance After 2022-03-14 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2022-03-14 · Purchase · Acquired 342,143 · Balance 13,139,327

F1: The purchases reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan established December 14, 2021.

F2: This transaction was executed in multiple trades at prices ranging from $12.02 to $12.75; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected upon request to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

F3: These securities include 11,445,836 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund"), 1,185,767 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), and 507,724 shares held by a separately managed account (the "Account").

F6: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, the Nexus Fund II and 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectSee footnotes13,381,054 Reported balance After 2022-03-15 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2022-03-15 · Purchase · Acquired 241,727 · Balance 13,381,054

F1: The purchases reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan established December 14, 2021.

F4: This transaction was executed in multiple trades at prices ranging from $12.13 to $12.52; the price reported above reflects the weighted average purchase price.

F5: These securities include 11,687,563 shares held directly by the Fund, 1,185,767 shares held by Nexus Fund II, and 507,724 shares held by the Account.

F6: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, the Nexus Fund II and 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: The purchases reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan established December 14, 2021.

F2: This transaction was executed in multiple trades at prices ranging from $12.02 to $12.75; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected upon request to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

F3: These securities include 11,445,836 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund"), 1,185,767 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), and 507,724 shares held by a separately managed account (the "Account").

F4: This transaction was executed in multiple trades at prices ranging from $12.13 to $12.52; the price reported above reflects the weighted average purchase price.

F5: These securities include 11,687,563 shares held directly by the Fund, 1,185,767 shares held by Nexus Fund II, and 507,724 shares held by the Account.

F6: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, the Nexus Fund II and 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes7,311,711 Reported balance After 2026-07-20 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2026-07-20 · Grant · Acquired 6,561,711 · Balance 7,311,711

F1: Received on July 20, 2026 pursuant to the Business Combination Agreement, dated December 5, 2025 and amended on July 20, 2026 by and among the Issuer, StarNet Merger Sub I, Corp., a wholly-owned subsidiary of the Issuer, StarNet Merger Sub II, LLC, a wholly-owned subsidiary of the Issuer, and Freenome Holdings, Inc. ("Old Freenome") (the "Business Combination").

F2: Received in the Business Combination in exchange for 4,886,446 shares of Series B Preferred Stock, 4,111,335 shares of Series C Preferred Stock, 4,093,925 shares of Series D Preferred Stock and 10,103,180 shares of Series F Preferred Stock of Old Freenome.

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F4: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes970,950 Reported balance After 2026-07-20 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2026-07-20 · Grant · Acquired 970,950 · Balance 970,950

F1: Received on July 20, 2026 pursuant to the Business Combination Agreement, dated December 5, 2025 and amended on July 20, 2026 by and among the Issuer, StarNet Merger Sub I, Corp., a wholly-owned subsidiary of the Issuer, StarNet Merger Sub II, LLC, a wholly-owned subsidiary of the Issuer, and Freenome Holdings, Inc. ("Old Freenome") (the "Business Combination").

F5: Received in the Business Combination in exchange for 1,920,093 shares of Series B Preferred Stock and 1,512,104 shares of Series C Preferred Stock of Old Freenome.

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F6: Held directly by the Nexus Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes553,703 Reported balance After 2026-07-20 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2026-07-20 · Grant · Acquired 553,703 · Balance 553,703

F1: Received on July 20, 2026 pursuant to the Business Combination Agreement, dated December 5, 2025 and amended on July 20, 2026 by and among the Issuer, StarNet Merger Sub I, Corp., a wholly-owned subsidiary of the Issuer, StarNet Merger Sub II, LLC, a wholly-owned subsidiary of the Issuer, and Freenome Holdings, Inc. ("Old Freenome") (the "Business Combination").

F7: Received in the Business Combination in exchange for 1,754,539 shares of Series D Preferred Stock and 202,739 shares of Series F Preferred Stock of Old Freenome.

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F8: Held directly by Nexus Fund II.

Common StockSEC Table I · non-derivativeIndirectSee footnotes908,103 Reported balance After 2026-07-20 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2026-07-20 · Grant · Acquired 908,103 · Balance 908,103

F1: Received on July 20, 2026 pursuant to the Business Combination Agreement, dated December 5, 2025 and amended on July 20, 2026 by and among the Issuer, StarNet Merger Sub I, Corp., a wholly-owned subsidiary of the Issuer, StarNet Merger Sub II, LLC, a wholly-owned subsidiary of the Issuer, and Freenome Holdings, Inc. ("Old Freenome") (the "Business Combination").

F9: Received in the Business Combination in exchange for 3,210,040 shares of Series F Preferred Stock of Old Freenome.

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F10: Held directly by Nexus Fund III.

Common StockSEC Table I · non-derivativeIndirectSee footnotes367,427 Reported balance After 2026-07-20 transaction · row 5 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 5 · 2026-07-20 · Grant · Acquired 367,427 · Balance 367,427

F1: Received on July 20, 2026 pursuant to the Business Combination Agreement, dated December 5, 2025 and amended on July 20, 2026 by and among the Issuer, StarNet Merger Sub I, Corp., a wholly-owned subsidiary of the Issuer, StarNet Merger Sub II, LLC, a wholly-owned subsidiary of the Issuer, and Freenome Holdings, Inc. ("Old Freenome") (the "Business Combination").

F11: Received in the Business Combination in exchange for 873,834 shares of Series B Preferred Stock and 424,978 shares of Series C Preferred Stock of Old Freenome.

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F12: Held directly by the Account.

Common StockSEC Table I · non-derivativeIndirectSee footnotes12,230,122 Reported balance After 2026-07-20 transaction · row 6 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 6 · 2026-07-20 · Grant · Acquired 4,918,411 · Balance 12,230,122

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F4: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes1,245,068 Reported balance After 2026-07-20 transaction · row 7 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 7 · 2026-07-20 · Grant · Acquired 336,965 · Balance 1,245,068

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F10: Held directly by Nexus Fund III.

Filing footnotes · ownership attribution and instrument terms

F1: Received on July 20, 2026 pursuant to the Business Combination Agreement, dated December 5, 2025 and amended on July 20, 2026 by and among the Issuer, StarNet Merger Sub I, Corp., a wholly-owned subsidiary of the Issuer, StarNet Merger Sub II, LLC, a wholly-owned subsidiary of the Issuer, and Freenome Holdings, Inc. ("Old Freenome") (the "Business Combination").

F2: Received in the Business Combination in exchange for 4,886,446 shares of Series B Preferred Stock, 4,111,335 shares of Series C Preferred Stock, 4,093,925 shares of Series D Preferred Stock and 10,103,180 shares of Series F Preferred Stock of Old Freenome.

F3: RA 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 II, L.P. (the "Nexus Fund II"), 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 II, 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 respective pecuniary interest therein.

F4: Held directly by the Fund.

F5: Received in the Business Combination in exchange for 1,920,093 shares of Series B Preferred Stock and 1,512,104 shares of Series C Preferred Stock of Old Freenome.

F6: Held directly by the Nexus Fund.

F7: Received in the Business Combination in exchange for 1,754,539 shares of Series D Preferred Stock and 202,739 shares of Series F Preferred Stock of Old Freenome.

F8: Held directly by Nexus Fund II.

F9: Received in the Business Combination in exchange for 3,210,040 shares of Series F Preferred Stock of Old Freenome.

F10: Held directly by Nexus Fund III.

F11: Received in the Business Combination in exchange for 873,834 shares of Series B Preferred Stock and 424,978 shares of Series C Preferred Stock of Old Freenome.

F12: Held directly by the Account.

Hemab Therapeutics Holdings, Inc.

Report date May 04, 2026 · Filed May 06, 2026

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, RA Capital Nexus Fund IV, L.P., Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes3,607,846 Reported balance After 2026-05-04 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2026-05-04 · Conversion · Acquired 3,607,846 · Balance 3,607,846

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes1,009,052 Reported balance After 2026-05-04 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2026-05-04 · Conversion · Acquired 1,009,052 · Balance 1,009,052

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by Nexus Fund II.

Common StockSEC Table I · non-derivativeIndirectSee footnotes221,188 Reported balance After 2026-05-04 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2026-05-04 · Conversion · Acquired 221,188 · Balance 221,188

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5: Held directly by Nexus Fund IV.

Common StockSEC Table I · non-derivativeIndirectSee footnotes6,149,096 Reported balance After 2026-05-04 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2026-05-04 · Purchase · Acquired 2,541,250 · Balance 6,149,096

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes354,938 Reported balance After 2026-05-04 transaction · row 5 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 5 · 2026-05-04 · Purchase · Acquired 133,750 · Balance 354,938

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5: Held directly by Nexus Fund IV.

Common StockSEC Table I · non-derivativeIndirectSee footnotes6,236,239 Reported balance After 2026-05-05 transaction · row 6 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 6 · 2026-05-05 · Purchase · Acquired 87,143 · Balance 6,236,239

F6: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $24.00 to $24.9994 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes6,246,507 Reported balance After 2026-05-05 transaction · row 7 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 7 · 2026-05-05 · Purchase · Acquired 10,268 · Balance 6,246,507

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes6,261,118 Reported balance After 2026-05-06 transaction · row 8 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 8 · 2026-05-06 · Purchase · Acquired 14,611 · Balance 6,261,118

F7: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $23.495 to $24.455 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes6,314,525 Reported balance After 2026-05-06 transaction · row 9 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 9 · 2026-05-06 · Purchase · Acquired 53,407 · Balance 6,314,525

F8: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $24.505 to $25.00 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Series A Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2026-05-04 transaction · row 10 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 10 · 2026-05-04 · Conversion · Disposed 64,680 · Balance 0

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Series A Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2026-05-04 transaction · row 11 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 11 · 2026-05-04 · Conversion · Disposed 27,720 · Balance 0

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by Nexus Fund II.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2026-05-04 transaction · row 12 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 12 · 2026-05-04 · Conversion · Disposed 42,341 · Balance 0

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2026-05-04 transaction · row 13 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 13 · 2026-05-04 · Conversion · Disposed 18,146 · Balance 0

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by Nexus Fund II.

Series C Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2026-05-04 transaction · row 14 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 14 · 2026-05-04 · Conversion · Disposed 56,972 · Balance 0

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

Series C Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2026-05-04 transaction · row 15 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 15 · 2026-05-04 · Conversion · Disposed 10,054 · Balance 0

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5: Held directly by Nexus Fund IV.

Filing footnotes · ownership attribution and instrument terms

F1: Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering for no additional consideration, on a 22-for-1 basis, and had no expiration date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus II Fund, L.P. (the "Nexus Fund II") and RA Capital Nexus IV Fund, L.P. (the "Nexus Fund IV"). 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, the Nexus Fund IV, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Held directly by the Fund.

F4: Held directly by Nexus Fund II.

F5: Held directly by Nexus Fund IV.

F6: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $24.00 to $24.9994 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F7: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $23.495 to $24.455 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F8: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $24.505 to $25.00 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

Janux Therapeutics, Inc.

Report date June 11, 2026 · Filed June 13, 2026

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes11,750 Reported balance After 2026-06-11 transaction · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · 2026-06-11 · Grant · Acquired 5,500 · Balance 11,750

F1: Represents the grant of restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest on the earlier of (i) June 11, 2027 and (ii) the date of the next annual meeting of the Issuer's stockholders, in each case, subject to Dr. Jake Simson's continuous service on such date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Under Dr. Simson's arrangement with the Adviser, Dr. Simson holds the option and RSU for the benefit of the Fund and the Nexus Fund II. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and RSUs and underlying common stock.

Common StockSEC Table I · non-derivativeIndirectSee footnotes10,141,287 Reported balance Holding disclosure · report date 2026-06-11 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 10,141,287

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F4: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes1,048,406 Reported balance Holding disclosure · report date 2026-06-11 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 1,048,406

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F5: Held directly by the Nexus Fund II.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $13.66 · Expires 2036-06-10IndirectSee Footnotes15,500 Reported balance After 2026-06-11 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2026-06-11 · Grant · Acquired 15,500 · Balance 15,500

F6: The shares subject to the option will vest in equal monthly installments over the 12 months following June 11, 2026, provided that the shares subject to the option will in any case be fully vested on the date of the next annual meeting of the Issuer's stockholders, subject to Dr. Simson's continuous service on each such date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Under Dr. Simson's arrangement with the Adviser, Dr. Simson holds the option and RSU for the benefit of the Fund and the Nexus Fund II. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and RSUs and underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: Represents the grant of restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest on the earlier of (i) June 11, 2027 and (ii) the date of the next annual meeting of the Issuer's stockholders, in each case, subject to Dr. Jake Simson's continuous service on such date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Under Dr. Simson's arrangement with the Adviser, Dr. Simson holds the option and RSU for the benefit of the Fund and the Nexus Fund II. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and RSUs and underlying common stock.

F4: Held directly by the Fund.

F5: Held directly by the Nexus Fund II.

F6: The shares subject to the option will vest in equal monthly installments over the 12 months following June 11, 2026, provided that the shares subject to the option will in any case be fully vested on the date of the next annual meeting of the Issuer's stockholders, subject to Dr. Simson's continuous service on each such date.

LENZ Therapeutics, Inc.

Report date June 15, 2026 · Filed June 16, 2026

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $6.63 · Expires 2036-06-15IndirectSee footnotes22,100 Reported balance After 2026-06-15 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-06-15 · Grant · Acquired 22,100 · Balance 22,100

F1: One hundred percent (100%) of the shares subject to the option shall vest on the earlier to occur of June 15, 2027 or the date of the next annual meeting of stockholders, subject to Dr. Scheiner's continuing to be an Outside Director (as defined in the Issuer's Outside Director Compensation Policy) through such applicable date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of its or his pecuniary interest therein.

F3: Under Dr. Scheiner's arrangement with the Adviser, Dr. Scheiner holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Scheiner is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: One hundred percent (100%) of the shares subject to the option shall vest on the earlier to occur of June 15, 2027 or the date of the next annual meeting of stockholders, subject to Dr. Scheiner's continuing to be an Outside Director (as defined in the Issuer's Outside Director Compensation Policy) through such applicable date.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of its or his pecuniary interest therein.

F3: Under Dr. Scheiner's arrangement with the Adviser, Dr. Scheiner holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Scheiner is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

PepGen Inc.

Report date June 18, 2026 · Filed June 22, 2026

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $1.79 · Expires 2036-06-17IndirectSee Footnotes34,000 Reported balance After 2026-06-18 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2026-06-18 · Grant · Acquired 34,000 · Balance 34,000

F1: This option shall vest in full upon the earlier of (i) the first anniversary of the date of grant or (ii) the date of the Issuer's next Annual Stockholder Meeting, provided, however, that all vesting shall cease if Dr. Resnick ceases to serve as a director, unless the Issuer's Board of Directors determines that the circumstances warrant continuation of vesting.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), 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 II, 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.

F3: Under Dr. Resnick's arrangement with the Adviser, Dr. Resnick holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Resnick is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund, the Nexus Fund II, and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Filing footnotes · ownership attribution and instrument terms

F1: This option shall vest in full upon the earlier of (i) the first anniversary of the date of grant or (ii) the date of the Issuer's next Annual Stockholder Meeting, provided, however, that all vesting shall cease if Dr. Resnick ceases to serve as a director, unless the Issuer's Board of Directors determines that the circumstances warrant continuation of vesting.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), 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 II, 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.

F3: Under Dr. Resnick's arrangement with the Adviser, Dr. Resnick holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Resnick is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund, the Nexus Fund II, and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Werewolf Therapeutics, Inc.

Report date May 12, 2025 · Filed May 14, 2025

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes6,021,969 Reported balance After 2025-05-12 transaction · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · 2025-05-12 · Purchase · Acquired 320,913 · Balance 6,021,969

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.82 to $0.89 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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.

Common StockSEC Table I · non-derivativeIndirectSee footnotes6,074,943 Reported balance After 2025-05-13 transaction · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · 2025-05-13 · Purchase · Acquired 52,974 · Balance 6,074,943

F4: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.96 to $0.99 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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.

Common StockSEC Table I · non-derivativeIndirectSee footnotes6,237,482 Reported balance After 2025-05-14 transaction · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · 2025-05-14 · Purchase · Acquired 162,539 · Balance 6,237,482

F5: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.96 to $0.99 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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.

Common StockSEC Table I · non-derivativeIndirectSee footnotes443,825 Reported balance Holding disclosure · report date 2025-05-12 · row 4 Holding and transaction disclosures are not merged.
1 source row

Row 4 · Balance 443,825

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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.

F6: Held directly by Nexus Fund II.

Filing footnotes · ownership attribution and instrument terms

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.82 to $0.89 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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.

F4: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.96 to $0.99 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F5: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.96 to $0.99 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F6: Held directly by Nexus Fund II.

Past disclosures · reporting ended (4)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

AN2 Therapeutics, Inc.

Report date August 09, 2024 · Filed August 13, 2024

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Section 16 reporting ended · disclosed 2024-08-13. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes1,725,348 Reported balance After 2024-08-09 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2024-08-09 · Sale · Disposed 3,410,335 · Balance 1,725,348

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.99 to $1.41 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnotes300,853 Reported balance After 2024-08-09 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2024-08-09 · Sale · Disposed 114,759 · Balance 300,853

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.99 to $1.41 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F4: Held directly by the Nexus Fund II.

Filing footnotes · ownership attribution and instrument terms

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.99 to $1.41 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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 II, 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.

F3: Held directly by the Fund.

F4: Held directly by the Nexus Fund II.

Boundless Bio, Inc.

Report date April 02, 2024 · Filed April 04, 2024

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Section 16 reporting ended · disclosed 2024-04-04. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnotes1,587,912 Reported balance After 2024-04-02 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2024-04-02 · Conversion · Acquired 1,587,912 · Balance 1,587,912

F1: On April 2, 2024, each share of Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock on a 19.5-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The shares of Series B Preferred Stock and Series C Preferred Stock had no expiration date.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectSee footnotes1,884,787 Reported balance After 2024-04-02 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2024-04-02 · Purchase · Acquired 296,875 · Balance 1,884,787

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectSee footnotes280,219 Reported balance After 2024-04-02 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2024-04-02 · Conversion · Acquired 280,219 · Balance 280,219

F1: On April 2, 2024, each share of Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock on a 19.5-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The shares of Series B Preferred Stock and Series C Preferred Stock had no expiration date.

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by the Nexus Fund II.

Common StockSEC Table I · non-derivativeIndirectSee footnotes295,844 Reported balance After 2024-04-02 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2024-04-02 · Purchase · Acquired 15,625 · Balance 295,844

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by the Nexus Fund II.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2024-04-02 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2024-04-02 · Conversion · Disposed 17,000,000 · Balance 0

F1: On April 2, 2024, each share of Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock on a 19.5-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The shares of Series B Preferred Stock and Series C Preferred Stock had no expiration date.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2024-04-02 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2024-04-02 · Conversion · Disposed 3,000,000 · Balance 0

F1: On April 2, 2024, each share of Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock on a 19.5-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The shares of Series B Preferred Stock and Series C Preferred Stock had no expiration date.

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by the Nexus Fund II.

Series C Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2024-04-02 transaction · row 7 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 7 · 2024-04-02 · Conversion · Disposed 13,964,285 · Balance 0

F1: On April 2, 2024, each share of Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock on a 19.5-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The shares of Series B Preferred Stock and Series C Preferred Stock had no expiration date.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Series C Preferred StockSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2024-04-02 transaction · row 8 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 8 · 2024-04-02 · Conversion · Disposed 2,464,286 · Balance 0

F1: On April 2, 2024, each share of Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock on a 19.5-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The shares of Series B Preferred Stock and Series C Preferred Stock had no expiration date.

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by the Nexus Fund II.

Filing footnotes · ownership attribution and instrument terms

F1: On April 2, 2024, each share of Series B Preferred Stock and Series C Preferred Stock automatically converted into shares of Common Stock on a 19.5-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The shares of Series B Preferred Stock and Series C Preferred Stock had no expiration date.

F2: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by the Nexus Fund II.

DICE Therapeutics, Inc.

Report date August 09, 2023 · Filed August 09, 2023

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Section 16 reporting ended · disclosed 2023-08-09. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2023-08-09 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2023-08-09 · Other · Disposed 7,070,205 · Balance 0

F1: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2023-08-09 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2023-08-09 · Other · Disposed 786,407 · Balance 0

F1: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5: Held directly by the Nexus Fund II.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $14.98 · Expires 2032-06-06IndirectSee Footnotes0 Reported balance After 2023-08-09 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2023-08-09 · Disposition to issuer · Disposed 21,250 · Balance 0

F1: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F7: Pursuant to the Merger Agreement, each Option to purchase shares of Common Stock that was outstanding but not vested as of immediately prior to the Closing (the "Unvested Option"), became fully vested and exercisable (the "Vested Option"). Each Vested Option was automatically cancelled and converted into the right to receive an amount in cash, without interest, less any applicable tax withholding, equal to the product obtained by multiplying (i) the excess, if any, of the Offer price over the exercise price per share of Common Stock underlying such Option by (ii) the number of shares of Common Stock underlying such Option. Except if the exercise price per share of Common Stock of the Option was equal to or greater than the Offer price, such Option was cancelled without any cash payment or other consideration being made in respect thereof.

F6: The Issuer's Stock Option (the "Option") is fully vested and exercisable.

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F8: Under Dr. Jake Simson's agreement with the Adviser, Dr. Simson holds the options for the benefit of the Fund and the Nexus Fund II. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon sale of the common stock underlying the option and restricted stock units, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and respective underlying common stock except to the extent of their pecuniary interest.

Filing footnotes · ownership attribution and instrument terms

F1: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F3: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held directly by the Fund.

F5: Held directly by the Nexus Fund II.

F6: The Issuer's Stock Option (the "Option") is fully vested and exercisable.

F7: Pursuant to the Merger Agreement, each Option to purchase shares of Common Stock that was outstanding but not vested as of immediately prior to the Closing (the "Unvested Option"), became fully vested and exercisable (the "Vested Option"). Each Vested Option was automatically cancelled and converted into the right to receive an amount in cash, without interest, less any applicable tax withholding, equal to the product obtained by multiplying (i) the excess, if any, of the Offer price over the exercise price per share of Common Stock underlying such Option by (ii) the number of shares of Common Stock underlying such Option. Except if the exercise price per share of Common Stock of the Option was equal to or greater than the Offer price, such Option was cancelled without any cash payment or other consideration being made in respect thereof.

F8: Under Dr. Jake Simson's agreement with the Adviser, Dr. Simson holds the options for the benefit of the Fund and the Nexus Fund II. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon sale of the common stock underlying the option and restricted stock units, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and respective underlying common stock except to the extent of their pecuniary interest.

Icosavax, Inc.

Report date February 19, 2024 · Filed February 21, 2024

Jointly reported with RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.

Section 16 reporting ended · disclosed 2024-02-21. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee footnote0 Reported balance After 2024-02-19 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2024-02-19 · Other · Disposed 5,543 · Balance 0

F1: In connection with the terms of an Agreement and Plan of Merger, dated as of December 11, 2023 (the "Merger Agreement"), by and among the Issuer, AstraZeneca Finance and Holdings Inc. ("Parent"), and Isochrone Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock at a purchase price per share of (i) $15.00 plus (ii) one non-tradable contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $5.00 in cash upon achievement of specified milestones (collectively, the "Offer Price"). After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of February 19, 2024 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky held these options and shares for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash received upon the disposition of the options and shares, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of these options and shares except to the extent of their pecuniary interest.

Common StockSEC Table I · non-derivativeIndirectSee footnote0 Reported balance After 2024-02-19 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2024-02-19 · Other · Disposed 5,324,897 · Balance 0

F1: In connection with the terms of an Agreement and Plan of Merger, dated as of December 11, 2023 (the "Merger Agreement"), by and among the Issuer, AstraZeneca Finance and Holdings Inc. ("Parent"), and Isochrone Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock at a purchase price per share of (i) $15.00 plus (ii) one non-tradable contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $5.00 in cash upon achievement of specified milestones (collectively, the "Offer Price"). After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of February 19, 2024 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4: Held by the Fund.

Common StockSEC Table I · non-derivativeIndirectSee footnote0 Reported balance After 2024-02-19 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2024-02-19 · Other · Disposed 638,668 · Balance 0

F1: In connection with the terms of an Agreement and Plan of Merger, dated as of December 11, 2023 (the "Merger Agreement"), by and among the Issuer, AstraZeneca Finance and Holdings Inc. ("Parent"), and Isochrone Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock at a purchase price per share of (i) $15.00 plus (ii) one non-tradable contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $5.00 in cash upon achievement of specified milestones (collectively, the "Offer Price"). After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of February 19, 2024 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5: Held by the Nexus Fund II.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $6.25IndirectSee footnote0 Reported balance After 2024-02-19 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2024-02-19 · Disposition to issuer · Disposed 22,278 · Balance 0

F6: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky held these options and shares for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash received upon the disposition of the options and shares, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of these options and shares except to the extent of their pecuniary interest.

Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $9.89IndirectSee footnote0 Reported balance After 2024-02-19 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2024-02-19 · Disposition to issuer · Disposed 17,000 · Balance 0

F6: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky held these options and shares for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash received upon the disposition of the options and shares, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of these options and shares except to the extent of their pecuniary interest.

Filing footnotes · ownership attribution and instrument terms

F1: In connection with the terms of an Agreement and Plan of Merger, dated as of December 11, 2023 (the "Merger Agreement"), by and among the Issuer, AstraZeneca Finance and Holdings Inc. ("Parent"), and Isochrone Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock at a purchase price per share of (i) $15.00 plus (ii) one non-tradable contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $5.00 in cash upon achievement of specified milestones (collectively, the "Offer Price"). After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of February 19, 2024 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky held these options and shares for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash received upon the disposition of the options and shares, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of these options and shares except to the extent of their pecuniary interest.

F4: Held by the Fund.

F5: Held by the Nexus Fund II.

F6: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
March 21, 2024 Filed Mar 26, 2024 00:48 UTC LENZ Therapeutics, Inc. LENZ · Entity 6475 GrantCommon Stock 164,729 Not disclosed Not disclosed
Disclosure

SEC source: 0001415889-24-009077 · form4-03262024_120321.xml · nonDerivative · entry 3

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 164,729

F1 · price: Received in exchange for equity of LENZ Therapeutics Operations, Inc. ("LENZ OpCo") pursuant to an Agreement and Plan of Merger and Reorganization by and among LENZ OpCo, the Issuer and Generate Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Generate Merger Sub"), as amended (the "Merger Agreement"). Under the terms of the Merger Agreement, on March 21, 2024, Generate Merger Sub merged with and into LENZ OpCo (the "Merger"), with LENZ OpCo surviving the Merger as a wholly-owned subsidiary of the Issuer.

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5 · ownership.nature: These securities are held directly by the Account.

Read SEC document
March 21, 2024 Filed Mar 26, 2024 00:48 UTC LENZ Therapeutics, Inc. LENZ · Entity 6475 GrantCommon Stock 694,755 Not disclosed Not disclosed
Disclosure

SEC source: 0001415889-24-009077 · form4-03262024_120321.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 694,755

F1 · price: Received in exchange for equity of LENZ Therapeutics Operations, Inc. ("LENZ OpCo") pursuant to an Agreement and Plan of Merger and Reorganization by and among LENZ OpCo, the Issuer and Generate Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Generate Merger Sub"), as amended (the "Merger Agreement"). Under the terms of the Merger Agreement, on March 21, 2024, Generate Merger Sub merged with and into LENZ OpCo (the "Merger"), with LENZ OpCo surviving the Merger as a wholly-owned subsidiary of the Issuer.

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4 · ownership.nature: These securities are held directly by Nexus Fund II.

Read SEC document
March 21, 2024 Filed Mar 26, 2024 00:48 UTC LENZ Therapeutics, Inc. LENZ · Entity 6475 GrantCommon Stock 2,386,301 Not disclosed Not disclosed
Disclosure

SEC source: 0001415889-24-009077 · form4-03262024_120321.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 2,386,301

F1 · price: Received in exchange for equity of LENZ Therapeutics Operations, Inc. ("LENZ OpCo") pursuant to an Agreement and Plan of Merger and Reorganization by and among LENZ OpCo, the Issuer and Generate Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Generate Merger Sub"), as amended (the "Merger Agreement"). Under the terms of the Merger Agreement, on March 21, 2024, Generate Merger Sub merged with and into LENZ OpCo (the "Merger"), with LENZ OpCo surviving the Merger as a wholly-owned subsidiary of the Issuer.

F2 · ownership.nature: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"), 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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March 04, 2024 Filed Mar 6, 2024 21:15 UTC Janux Therapeutics, Inc. JANX · Entity 4864 PurchasePre-Funded Warrants (Right to Buy) · Derivative 1,397,849 $46.50 Strike: $0.00 $64,998,580.65
Disclosure

SEC source: 0001415889-24-007006 · form4-03062024_040318.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,397,849

Underlying: Common Stock · 1,397,849 shares

Expires not disclosed

F1 · derivative.exercise_date: The Pre-Funded Warrants have no expiration date and are exercisable immediately and will be exercisable until exercise. The Pre-Funded Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the issuer's Common Stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.99% of the Issuer's Common Stock outstanding immediately after giving effect to such exercise.

F1 · derivative.expiration_date: The Pre-Funded Warrants have no expiration date and are exercisable immediately and will be exercisable until exercise. The Pre-Funded Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the issuer's Common Stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.99% of the Issuer's Common Stock outstanding immediately after giving effect to such exercise.

F1 · ownership.nature: The Pre-Funded Warrants have no expiration date and are exercisable immediately and will be exercisable until exercise. The Pre-Funded Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the issuer's Common Stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.99% of the Issuer's Common Stock outstanding immediately after giving effect to such exercise.

F2 · ownership.nature: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
February 19, 2024 Filed Feb 21, 2024 01:07 UTC Icosavax, Inc. ICVX · Entity 94107 Disposition to issuerStock Option (Right to Buy) · Derivative 17,000 Not disclosed Strike: $9.89 Not disclosed
Disclosure

SEC source: 0001415889-24-004509 · form4-02212024_010219.xml · derivative · entry 5

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 17,000 shares

Expires not disclosed

F6 · price: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F6 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F6 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky held these options and shares for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash received upon the disposition of the options and shares, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of these options and shares except to the extent of their pecuniary interest.

Read SEC document
February 19, 2024 Filed Feb 21, 2024 01:07 UTC Icosavax, Inc. ICVX · Entity 94107 Disposition to issuerStock Option (Right to Buy) · Derivative 22,278 Not disclosed Strike: $6.25 Not disclosed
Disclosure

SEC source: 0001415889-24-004509 · form4-02212024_010219.xml · derivative · entry 4

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Common Stock · 22,278 shares

Expires not disclosed

F6 · price: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F6 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F6 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, this stock option was cancelled and converted into the right to receive, subject to the terms of the Merger Agreement, (a) an amount in cash equal to the product obtained by multiplying (1) the aggregate number of shares underlying such stock option immediately prior to the Effective Time by (2) an amount equal to (A) $15.00 less (B) the exercise price of such stock option, plus (b) one CVR for each share underlying such stock option immediately prior to the Effective Time.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky held these options and shares for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash received upon the disposition of the options and shares, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of these options and shares except to the extent of their pecuniary interest.

Read SEC document
February 19, 2024 Filed Feb 21, 2024 01:07 UTC Icosavax, Inc. ICVX · Entity 94107 OtherCommon Stock 638,668 Not disclosed Not disclosed
Disclosure

SEC source: 0001415889-24-004509 · form4-02212024_010219.xml · nonDerivative · entry 3

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

F1 · price: In connection with the terms of an Agreement and Plan of Merger, dated as of December 11, 2023 (the "Merger Agreement"), by and among the Issuer, AstraZeneca Finance and Holdings Inc. ("Parent"), and Isochrone Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock at a purchase price per share of (i) $15.00 plus (ii) one non-tradable contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $5.00 in cash upon achievement of specified milestones (collectively, the "Offer Price"). After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of February 19, 2024 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5 · ownership.nature: Held by the Nexus Fund II.

Read SEC document
February 19, 2024 Filed Feb 21, 2024 01:07 UTC Icosavax, Inc. ICVX · Entity 94107 OtherCommon Stock 5,324,897 Not disclosed Not disclosed
Disclosure

SEC source: 0001415889-24-004509 · form4-02212024_010219.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

F1 · price: In connection with the terms of an Agreement and Plan of Merger, dated as of December 11, 2023 (the "Merger Agreement"), by and among the Issuer, AstraZeneca Finance and Holdings Inc. ("Parent"), and Isochrone Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock at a purchase price per share of (i) $15.00 plus (ii) one non-tradable contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $5.00 in cash upon achievement of specified milestones (collectively, the "Offer Price"). After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of February 19, 2024 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4 · ownership.nature: Held by the Fund.

Read SEC document
February 19, 2024 Filed Feb 21, 2024 01:07 UTC Icosavax, Inc. ICVX · Entity 94107 OtherCommon Stock 5,543 Not disclosed Not disclosed
Disclosure

SEC source: 0001415889-24-004509 · form4-02212024_010219.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 0

F1 · price: In connection with the terms of an Agreement and Plan of Merger, dated as of December 11, 2023 (the "Merger Agreement"), by and among the Issuer, AstraZeneca Finance and Holdings Inc. ("Parent"), and Isochrone Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock at a purchase price per share of (i) $15.00 plus (ii) one non-tradable contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $5.00 in cash upon achievement of specified milestones (collectively, the "Offer Price"). After completion of the tender offer, Purchaser merged with and into the Issuer (the "Merger"), effective as of February 19, 2024 (the "Effective Time"), with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky held these options and shares for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash received upon the disposition of the options and shares, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of these options and shares except to the extent of their pecuniary interest.

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February 09, 2024 Filed Feb 13, 2024 21:33 UTC PepGen Inc. PEPG · Entity 6253 PurchaseCommon Stock 2,557,593 $10.64 $27,212,789.52
Disclosure

SEC source: 0001209191-24-003175 · doc4.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 9,179,273

F1 · ownership.nature: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund, RA Capital Nexus Fund II, L.P. (the "Nexus Fund"), 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 21, 2023 Filed Sep 25, 2023 20:30 UTC ARS Pharmaceuticals, Inc. SPRY · Entity 883 PurchaseCommon Stock 191,309 $3.83 $732,713.47
Disclosure

SEC source: 0001104659-23-103529 · tm2326846-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director

Shah Rajeev M. · CIK 0001619841 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,556,774

F3 · price: This transaction was executed in multiple trades at prices ranging from $3.75 to $3.90; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F4 · balance_after: Held directly by the Fund.

F4 · ownership.nature: Held directly by the Fund.

F6 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
September 21, 2023 Filed Sep 25, 2023 20:30 UTC ARS Pharmaceuticals, Inc. SPRY · Entity 883 PurchaseCommon Stock 2,508,691 $2.97 $7,450,812.27
Disclosure

SEC source: 0001104659-23-103529 · tm2326846-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director

Shah Rajeev M. · CIK 0001619841 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,365,465

F1 · price: This transaction was executed in multiple trades at prices ranging from $2.75 to $3.74; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F2 · balance_after: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F6 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
August 29, 2023 Filed Aug 31, 2023 21:26 UTC ARS Pharmaceuticals, Inc. SPRY · Entity 883 PurchaseCommon Stock 3,750,000 $6.20 $23,250,000.00
Disclosure

SEC source: 0001104659-23-097327 · tm2325196-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director

Shah Rajeev M. · CIK 0001619841 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 5,856,774

F1 · shares: On August 29, 2023, the Fund (as defined in footnote (2)) entered into a contract to purchase the shares from a third-party seller in a privately negotiated transaction.

F2 · balance_after: These shares are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: These shares are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
August 18, 2023 Filed Aug 22, 2023 21:01 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 1,777,778 $9.00 $16,000,002.00
Disclosure

SEC source: 0001104659-23-094274 · tm2324309-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 5,135,683

F1 · price: Acquired from the Issuer pursuant to the public offering described in the Issuer's Prospectus filed with the Securities and Exchange Commission on August 16, 2023.

F1 · ownership.nature: Acquired from the Issuer pursuant to the public offering described in the Issuer's Prospectus filed with the Securities and Exchange Commission on August 16, 2023.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Held directly by the Fund.

Read SEC document
August 09, 2023 Filed Aug 9, 2023 21:00 UTC DICE Therapeutics, Inc. DICE · Entity 110693 Disposition to issuerStock Option (Right to Buy) · Derivative 21,250 Not disclosed Strike: $14.98 Not disclosed
Disclosure

SEC source: 0001104659-23-089351 · tm2323320-1_4seq1.xml · derivative · entry 3

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Former 10% owners and Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Former 10% owners and Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Former 10% owners and Director

Kolchinsky Peter · CIK 0001384859 · Former 10% owners and Director

Shah Rajeev M. · CIK 0001619841 · Former 10% owners and Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

Underlying: Common Stock · 21,250 shares

Expires 2032-06-06

F1 · kind: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2 · kind: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F7 · price: Pursuant to the Merger Agreement, each Option to purchase shares of Common Stock that was outstanding but not vested as of immediately prior to the Closing (the "Unvested Option"), became fully vested and exercisable (the "Vested Option"). Each Vested Option was automatically cancelled and converted into the right to receive an amount in cash, without interest, less any applicable tax withholding, equal to the product obtained by multiplying (i) the excess, if any, of the Offer price over the exercise price per share of Common Stock underlying such Option by (ii) the number of shares of Common Stock underlying such Option. Except if the exercise price per share of Common Stock of the Option was equal to or greater than the Offer price, such Option was cancelled without any cash payment or other consideration being made in respect thereof.

F6 · derivative.exercise_date: The Issuer's Stock Option (the "Option") is fully vested and exercisable.

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F8 · ownership.nature: Under Dr. Jake Simson's agreement with the Adviser, Dr. Simson holds the options for the benefit of the Fund and the Nexus Fund II. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon sale of the common stock underlying the option and restricted stock units, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and respective underlying common stock except to the extent of their pecuniary interest.

Read SEC document
August 09, 2023 Filed Aug 9, 2023 21:00 UTC DICE Therapeutics, Inc. DICE · Entity 110693 OtherCommon Stock 786,407 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-23-089351 · tm2323320-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Former 10% owners and Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Former 10% owners and Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Former 10% owners and Director

Kolchinsky Peter · CIK 0001384859 · Former 10% owners and Director

Shah Rajeev M. · CIK 0001619841 · Former 10% owners and Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F1 · kind: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2 · kind: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F1 · price: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2 · price: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F1 · ownership.nature: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2 · ownership.nature: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5 · ownership.nature: Held directly by the Nexus Fund II.

Read SEC document
August 09, 2023 Filed Aug 9, 2023 21:00 UTC DICE Therapeutics, Inc. DICE · Entity 110693 OtherCommon Stock 7,070,205 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-23-089351 · tm2323320-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Former 10% owners and Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Former 10% owners and Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Former 10% owners and Director

Kolchinsky Peter · CIK 0001384859 · Former 10% owners and Director

Shah Rajeev M. · CIK 0001619841 · Former 10% owners and Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F1 · kind: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2 · kind: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F1 · price: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2 · price: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F1 · ownership.nature: On June 18, 2023, the Issuer entered into the Agreement and Plan of Merger (the "Merger Agreement"), with Eli Lilly and Company, an Indiana corporation (the "Parent"), and Durning Acquisition Corporation, a Delaware corporation and a direct or indirect wholly owned subsidiary of the Parent (the "Merger Sub"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Issuer (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of the Parent.

F2 · ownership.nature: Upon the closing (the "Closing") of the Merger on August 9, 2023, each share of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock"), was either (i) purchased for $48.00 per share (the "Offer Price"), without interest, less any applicable withholding taxes or (ii) automatically converted into the right to receive an amount in cash without interest, equal to the Offer Price, less any applicable withholding taxes. Immediately prior to the Closing, any repurchase rights of the Issuer or other similar restrictions on the Common Stock fully lapsed and all Common Stock became fully vested.

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F4 · ownership.nature: Held directly by the Fund.

Read SEC document
July 21, 2023 Filed Jul 25, 2023 20:30 UTC Acumen Pharmaceuticals, Inc. ABOS · Entity 6281 PurchaseCommon Stock 5,161,290 $7.75 $39,999,997.50
Disclosure

SEC source: 0001104659-23-083857 · tm2322012-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,043,179

F1 · price: Acquired from the Issuer pursuant to the public offering described in the Issuer's Prospectus filed with the Securities and Exchange Commission on July 20, 2023.

F2 · balance_after: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F1 · ownership.nature: Acquired from the Issuer pursuant to the public offering described in the Issuer's Prospectus filed with the Securities and Exchange Commission on July 20, 2023.

F2 · ownership.nature: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
July 19, 2023 Filed Jul 21, 2023 20:31 UTC Janux Therapeutics, Inc. JANX · Entity 4864 PurchasePre-Funded Warrants (Right to Buy) · Derivative 503,226 $12.46 Strike: $0.00 $6,269,692.73
Disclosure

SEC source: 0001104659-23-083069 · tm2321745-1_4seq1.xml · derivative · entry 3

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 503,226

Underlying: Common Stock · 503,226 shares

Expires not disclosed

F5 · derivative.exercise_date: The Pre-Funded Warrants have no expiration date and are exercisable immediately and will be exercisable until exercise. The Pre-Funded Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the issuer's Common Stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.9% of the Issuer's Common Stock outstanding immediately after giving effect to such exercise.

F5 · derivative.expiration_date: The Pre-Funded Warrants have no expiration date and are exercisable immediately and will be exercisable until exercise. The Pre-Funded Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the issuer's Common Stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.9% of the Issuer's Common Stock outstanding immediately after giving effect to such exercise.

F2 · ownership.nature: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F5 · ownership.nature: The Pre-Funded Warrants have no expiration date and are exercisable immediately and will be exercisable until exercise. The Pre-Funded Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the issuer's Common Stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.9% of the Issuer's Common Stock outstanding immediately after giving effect to such exercise.

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July 19, 2023 Filed Jul 21, 2023 20:31 UTC Janux Therapeutics, Inc. JANX · Entity 4864 PurchaseCommon Stock 495,008 $12.46 $6,167,799.68
Disclosure

SEC source: 0001104659-23-083069 · tm2321745-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,117,246

F1 · price: Acquired from the Issuer pursuant to the public offering described in the Issuer's Prospectus filed with the Securities and Exchange Commission on July 18, 2023.

F2 · balance_after: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F1 · ownership.nature: Acquired from the Issuer pursuant to the public offering described in the Issuer's Prospectus filed with the Securities and Exchange Commission on July 18, 2023.

F2 · ownership.nature: Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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June 27, 2023 Filed Jun 29, 2023 01:00 UTC ARS Pharmaceuticals, Inc. SPRY · Entity 883 GrantStock Option (Right to Buy) · Derivative 40,000 $0.00 Strike: $6.50 $0.00
Disclosure

SEC source: 0001104659-23-075962 · tm2320008-1_4seq1.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director

Shah Rajeev M. · CIK 0001619841 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 40,000

Underlying: Common Stock · 40,000 shares

Expires 2033-06-26

F1 · derivative.exercise_date: The shares subject to the option will vest in full on the earlier of June 27, 2024 or the date of the Issuer's 2024 annual meeting of stockholders, which date has not been set by the Issuer's Board of Directors.

F1 · ownership.nature: The shares subject to the option will vest in full on the earlier of June 27, 2024 or the date of the Issuer's 2024 annual meeting of stockholders, which date has not been set by the Issuer's Board of Directors.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky holds the option for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock except to the extent of their pecuniary interest.

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June 14, 2023 Filed Jun 16, 2023 21:15 UTC Janux Therapeutics, Inc. JANX · Entity 4864 GrantStock Option (Right to Buy) · Derivative 12,500 $0.00 Strike: $13.22 $0.00
Disclosure

SEC source: 0001104659-23-072338 · tm2318968-1_4seq1.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 12,500

Underlying: Common Stock · 12,500 shares

Expires 2033-06-13

F1 · derivative.exercise_date: The shares subject to the option will vest in equal monthly installments over the 12 months following June 14, 2023, provided that the shares subject to the option will in any case be fully vested on the date of the next annual meeting of the Company's stockholders.

F1 · ownership.nature: The shares subject to the option will vest in equal monthly installments over the 12 months following June 14, 2023, provided that the shares subject to the option will in any case be fully vested on the date of the next annual meeting of the Company's stockholders.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Mr. Simson's arrangement with the Adviser, Mr. Simson holds the option for the benefit of the Fund and the Nexus Fund II. Mr. Simson is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock except to the extent of their pecuniary interest.

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June 06, 2023 Filed Jun 13, 2023 20:21 UTC Acumen Pharmaceuticals, Inc. ABOS · Entity 6281 GrantStock Option (Right to Buy) · Derivative 25,000 $0.00 Strike: $5.20 $0.00
Disclosure

SEC source: 0001104659-23-070813 · tm2318619-1_4seq1.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2033-06-05

F1 · derivative.exercise_date: The shares subject to the option will vest on the earlier of June 6, 2024 or the 2024 annual stockholder meeting, subject to Ms. Stoppel's continuous service through each such vesting date.

F1 · ownership.nature: The shares subject to the option will vest on the earlier of June 6, 2024 or the 2024 annual stockholder meeting, subject to Ms. Stoppel's continuous service through each such vesting date.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Ms. Stoppel's arrangement with the Adviser, Ms. Stoppel holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Ms. Stoppel is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund, the Nexus Fund II, and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

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May 18, 2023 Filed May 22, 2023 21:22 UTC Climb Bio, Inc. ELYM · Entity 5064 GrantStock Option (Right to Buy) · Derivative 10,000 $0.00 Strike: $3.00 $0.00
Disclosure

SEC source: 0001104659-23-063233 · tm2316475-1_4seq1.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund, L.P. · CIK 0001780117 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 10,000

Underlying: Common Stock · 10,000 shares

Expires 2033-05-17

F1 · derivative.exercise_date: The shares subject to the option will vest on the earlier of May 18, 2024 or the day immediately prior to the next annual meeting of stockholders, subject to Dr. Andrew Levin's, a Partner and Managing Director of the Adviser who serves on the Issuer's board of directors, continuous service through such date.

F1 · ownership.nature: The shares subject to the option will vest on the earlier of May 18, 2024 or the day immediately prior to the next annual meeting of stockholders, subject to Dr. Andrew Levin's, a Partner and Managing Director of the Adviser who serves on the Issuer's board of directors, continuous service through such date.

F2 · ownership.nature: RA 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 II, L.P. (the "Nexus Fund II") 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Dr. Levin's arrangement with the Adviser, Dr. Levin holds the option for the benefit of the Fund, the Nexus Fund, the Nexus Fund II and the Account. Dr. Levin is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund, the Nexus Fund, the Nexus Fund II, and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

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March 30, 2023 Filed Mar 30, 2023 21:03 UTC DICE Therapeutics, Inc. DICE · Entity 110693 PurchaseCommon Stock 195,997 $28.74 $5,632,953.78
Disclosure

SEC source: 0001104659-23-039250 · tm2311057-1_4seq1.xml · nonDerivative · entry 3

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 7,070,205

F5 · price: This transaction was executed in multiple trades at prices ranging from $27.74 to $29.50; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F6 · balance_after: Held directly by the Fund.

F6 · ownership.nature: Held directly by the Fund.

F8 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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March 29, 2023 Filed Mar 30, 2023 21:03 UTC DICE Therapeutics, Inc. DICE · Entity 110693 PurchaseCommon Stock 66,369 $29.38 $1,949,921.22
Disclosure

SEC source: 0001104659-23-039250 · tm2311057-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 6,874,208

F3 · price: This transaction was executed in multiple trades at prices ranging from $29.13 to $29.50; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F4 · balance_after: Held directly by the Fund.

F4 · ownership.nature: Held directly by the Fund.

F8 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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March 28, 2023 Filed Mar 30, 2023 21:03 UTC DICE Therapeutics, Inc. DICE · Entity 110693 PurchaseCommon Stock 246,779 $29.24 $7,215,817.96
Disclosure

SEC source: 0001104659-23-039250 · tm2311057-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 6,807,839

F1 · price: This transaction was executed in multiple trades at prices ranging from $28.94 to $29.50; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F2 · balance_after: Held directly by the RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: Held directly by the RA Capital Healthcare Fund, L.P. (the "Fund").

F8 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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March 27, 2023 Filed Mar 27, 2023 21:01 UTC DICE Therapeutics, Inc. DICE · Entity 110693 PurchaseCommon Stock 151,132 $27.48 $4,153,107.36
Disclosure

SEC source: 0001104659-23-037172 · tm2310680-1_4seq1.xml · nonDerivative · entry 3

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 6,561,060

F5 · price: This transaction was executed in multiple trades at prices ranging from $26.93 to $27.76; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F6 · balance_after: Held directly by the Fund.

F6 · ownership.nature: Held directly by the Fund.

F8 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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March 24, 2023 Filed Mar 27, 2023 21:01 UTC DICE Therapeutics, Inc. DICE · Entity 110693 PurchaseCommon Stock 192,335 $26.87 $5,168,041.45
Disclosure

SEC source: 0001104659-23-037172 · tm2310680-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 6,409,928

F3 · price: This transaction was executed in multiple trades at prices ranging from $26.46 to $27.20; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F4 · balance_after: Held directly by the Fund.

F4 · ownership.nature: Held directly by the Fund.

F8 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Read SEC document
March 23, 2023 Filed Mar 27, 2023 21:01 UTC DICE Therapeutics, Inc. DICE · Entity 110693 PurchaseCommon Stock 155,089 $26.67 $4,136,223.63
Disclosure

SEC source: 0001104659-23-037172 · tm2310680-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 6,217,593

F1 · price: This transaction was executed in multiple trades at prices ranging from $26.29 to $27.20; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes, upon request, to provide full information to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected.

F2 · balance_after: Held directly by the RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: Held directly by the RA Capital Healthcare Fund, L.P. (the "Fund").

F8 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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November 17, 2022 Filed Nov 21, 2022 21:31 UTC Acrivon Therapeutics, Inc. ACRV · Entity 573 ConversionSeries B Preferred Stock · Derivative 1,051,263 $0.00 $0.00
Disclosure

SEC source: 0001104659-22-120780 · tm2231060-1_4seq1.xml · derivative · entry 5

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 426,302 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F1 · derivative.exercise_date: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F1 · derivative.expiration_date: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F3 · derivative.underlying_shares: These securities are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F3 · ownership.nature: These securities are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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November 17, 2022 Filed Nov 21, 2022 21:31 UTC Acrivon Therapeutics, Inc. ACRV · Entity 573 ConversionSeries B Preferred Stock · Derivative 2,452,947 $0.00 $0.00
Disclosure

SEC source: 0001104659-22-120780 · tm2231060-1_4seq1.xml · derivative · entry 4

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 994,706 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F1 · derivative.exercise_date: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F1 · derivative.expiration_date: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F2 · derivative.underlying_shares: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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November 17, 2022 Filed Nov 21, 2022 21:31 UTC Acrivon Therapeutics, Inc. ACRV · Entity 573 ConversionCommon Stock 426,302 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-120780 · tm2231060-1_4seq1.xml · nonDerivative · entry 3

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 426,302

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F3 · balance_after: These securities are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F3 · ownership.nature: These securities are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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November 17, 2022 Filed Nov 21, 2022 21:31 UTC Acrivon Therapeutics, Inc. ACRV · Entity 573 PurchaseCommon Stock 3,389,500 $12.50 $42,368,750.00
Disclosure

SEC source: 0001104659-22-120780 · tm2231060-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,384,206

F2 · balance_after: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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November 17, 2022 Filed Nov 21, 2022 21:31 UTC Acrivon Therapeutics, Inc. ACRV · Entity 573 ConversionCommon Stock 994,706 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-120780 · tm2231060-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 994,706

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 17, 2022 each share of Series B Preferred Stock (the "Preferred Stock") converted into Common Stock of the Issuer at a ratio of 1-for-2.466 upon closing of the initial public offering of the Issuer's common stock without payment of further consideration. The shares had no expiration date.

F2 · balance_after: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: These securities are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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November 14, 2022 Filed Nov 17, 2022 00:33 UTC Acrivon Therapeutics, Inc. ACRV · Entity 573 GrantStock Option (Right to Buy) · Derivative 35,235 $0.00 Strike: $12.50 $0.00
Disclosure

SEC source: 0001104659-22-119645 · tm2230749-1_4seq1.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 35,235

Underlying: Common Stock · 35,235 shares

Expires 2032-11-13

F2 · derivative.exercise_date: The shares subject to the option shall vest in 36 equal monthly installments starting on October 12, 2022 ("Vesting Commencement Date"), such that all shares are fully vested on the third anniversary of the Vesting Commencement Date, in each case subject to Dr. Derek DiRocco's continuous service through each such vesting date.

F1 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F2 · ownership.nature: The shares subject to the option shall vest in 36 equal monthly installments starting on October 12, 2022 ("Vesting Commencement Date"), such that all shares are fully vested on the third anniversary of the Vesting Commencement Date, in each case subject to Dr. Derek DiRocco's continuous service through each such vesting date.

F3 · ownership.nature: Dr. Derek DiRocco is a Partner of the Adviser who serves on the Issuer's board of directors. Under Dr. DiRocco's arrangement with the Adviser, Dr. DiRocco holds the option for the benefit of the Fund and the Nexus Fund II. Dr. DiRocco is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

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November 08, 2022 Filed Nov 10, 2022 23:00 UTC ARS Pharmaceuticals, Inc. SPRY · Entity 883 GrantCommon Stock 902,904 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-117290 · tm2230267-2_4.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director

Shah Rajeev M. · CIK 0001619841 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 902,904

F3 · price: Received in exchange for 763,942 shares of common stock of ARS pursuant to the Merger Agreement. Under the terms of the Merger Agreement, on November 8, 2022, Merger Sub merged with and into ARS (the "Merger"), with ARS surviving the Merger as a wholly-owned subsidiary of the Issuer. Upon the closing of the Merger, each share of ARS common stock was converted into the right to receive 1.1819 shares of the Issuer common stock. Subsequent to the Merger, the name of the Issuer was changed from Silverback Therapeutics, Inc. to ARS Pharmaceuticals, Inc.

F4 · balance_after: These shares are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F4 · ownership.nature: These shares are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F5 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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November 08, 2022 Filed Nov 10, 2022 23:00 UTC ARS Pharmaceuticals, Inc. SPRY · Entity 883 GrantCommon Stock 2,106,774 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-22-117290 · tm2230267-2_4.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director

RA Capital Healthcare Fund LP · CIK 0001315082 · Director

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director

Kolchinsky Peter · CIK 0001384859 · Director

Shah Rajeev M. · CIK 0001619841 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 2,106,774

F1 · price: Received in exchange for 1,782,531 shares of common stock of ARS Pharmaceuticals, Inc. ("ARS") pursuant to an Agreement and Plan of Merger and Reorganization by and among ARS, the Issuer and Sabre Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Merger Sub"), as amended (the "Merger Agreement"). Under the terms of the Merger Agreement, on November 8, 2022, Merger Sub merged with and into ARS (the "Merger"), with ARS surviving the Merger as a wholly-owned subsidiary of the Issuer. Upon the closing of the Merger, each share of ARS common stock was converted into the right to receive 1.1819 shares of the Issuer common stock. Subsequent to the Merger, the name of the Issuer was changed from Silverback Therapeutics, Inc. to ARS Pharmaceuticals, Inc.

F2 · balance_after: These shares are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F2 · ownership.nature: These shares are held directly by RA Capital Healthcare Fund, L.P. (the "Fund").

F5 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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October 17, 2022 Filed Oct 19, 2022 20:32 UTC DICE Therapeutics, Inc. DICE · Entity 110693 PurchaseCommon Stock 1,640,000 $36.50 $59,860,000.00
Disclosure

SEC source: 0001104659-22-110000 · tm2228572-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footenotes

Disclosed balance after: 6,848,911

F1 · balance_after: 6,062,504 shares are held directly by the RA Capital Healthcare Fund, L.P (the "Fund") and 786,407 sahres are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F1 · ownership.nature: 6,062,504 shares are held directly by the RA Capital Healthcare Fund, L.P (the "Fund") and 786,407 sahres are held directly by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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August 04, 2022 Filed Aug 5, 2022 20:06 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 100 $7.99 $799.00
Disclosure

SEC source: 0001104659-22-086686 · tm2222743-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 3,773,517

F3 · balance_after: These securities include 3,357,905 shares held directly by the Fund and 415,612 shares held by the Nexus Fund II.

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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August 03, 2022 Filed Aug 5, 2022 20:06 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 1,809 $7.48 $13,531.32
Disclosure

SEC source: 0001104659-22-086686 · tm2222743-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,773,417

F2 · price: This transaction was executed in multiple trades at prices ranging from $7.34 to $7.68; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected upon request to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

F1 · balance_after: These securities include 3,357,805 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F1 · ownership.nature: These securities include 3,357,805 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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July 27, 2022 Filed Jul 28, 2022 21:16 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 8,281 $7.91 $65,502.71
Disclosure

SEC source: 0001104659-22-083728 · tm2222103-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,771,608

F4 · price: This transaction was executed in multiple trades at prices ranging from $7.67 to $8.00; the price reported above reflects the weighted average purchase price.

F3 · balance_after: These securities include 3,355,996 shares held directly by the Fund and 415,612 shares held by the Nexus Fund II.

F3 · ownership.nature: These securities include 3,355,996 shares held directly by the Fund and 415,612 shares held by the Nexus Fund II.

F5 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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July 26, 2022 Filed Jul 28, 2022 21:16 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 14,938 $7.71 $115,171.98
Disclosure

SEC source: 0001104659-22-083728 · tm2222103-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,763,327

F2 · price: This transaction was executed in multiple trades at prices ranging from $7.43 to $7.92; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected upon request to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

F1 · balance_after: These securities include 3,347,715 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F1 · ownership.nature: These securities include 3,347,715 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F5 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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June 21, 2022 Filed Jun 23, 2022 20:31 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 302 $7.99 $2,412.98
Disclosure

SEC source: 0001104659-22-073920 · tm2219316-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,748,389

F2 · price: This transaction was executed in multiple trades at prices ranging from $7.99 to $8.00; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected upon request to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

F1 · balance_after: These securities include 3,332,777 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F1 · ownership.nature: These securities include 3,332,777 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F3 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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June 15, 2022 Filed Jun 21, 2022 20:30 UTC Acumen Pharmaceuticals, Inc. ABOS · Entity 6281 GrantStock Option (Right to Buy) · Derivative 25,000 $0.00 Strike: $3.59 $0.00
Disclosure

SEC source: 0001104659-22-072982 · tm2218907-1_4seq1.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2032-06-14

F2 · derivative.exercise_date: The shares subject to the option will vest on on the earlier of June 15, 2023 or the 2023 annual stockholder meeting, subject to Laura Stoppel's continuous service through each such vesting date.

F1 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"),RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F2 · ownership.nature: The shares subject to the option will vest on on the earlier of June 15, 2023 or the 2023 annual stockholder meeting, subject to Laura Stoppel's continuous service through each such vesting date.

F3 · ownership.nature: Laura Stoppel is a Principal of the Adivser who serves on the Issuer's board of directors. Under Ms. Stoppel's arrangement with the Adviser, Ms. Stoppel holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Ms. Stoppel is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund, the Nexus Fund II, and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

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June 14, 2022 Filed Jun 15, 2022 20:25 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 61,424 $7.97 $489,401.86
Disclosure

SEC source: 0001104659-22-071465 · tm2218531-1_4seq1.xml · nonDerivative · entry 2

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,748,087

F2 · price: This transaction was executed in multiple trades at prices ranging from $7.725 to $8.00; the price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions, and all other transactions reported in this Form 4, were effected upon request to the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

F3 · balance_after: These securities include 3,332,475 shares held directly by the Fund and 415,612 shares held by Nexus Fund II.

F3 · ownership.nature: These securities include 3,332,475 shares held directly by the Fund and 415,612 shares held by Nexus Fund II.

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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June 13, 2022 Filed Jun 15, 2022 20:25 UTC AN2 Therapeutics, Inc. ANTX · Entity 1085 PurchaseCommon Stock 20,000 $7.90 $158,000.00
Disclosure

SEC source: 0001104659-22-071465 · tm2218531-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · 10% owner

Kolchinsky Peter · CIK 0001384859 · 10% owner

Shah Rajeev M. · CIK 0001619841 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,686,663

F1 · balance_after: These securities include 3,271,051 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F1 · ownership.nature: These securities include 3,271,051 shares held directly by RA Capital Healthcare Fund, L.P. (the "Fund") and 415,612 shares held by RA Capital Nexus Fund II, L.P. (the "Nexus Fund II").

F4 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Nexus Fund II. 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. The Adviser, the Adviser GP, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

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June 10, 2022 Filed Jun 14, 2022 20:30 UTC Icosavax, Inc. ICVX · Entity 94107 GrantStock Option (Right to Buy) · Derivative 22,278 $0.00 Strike: $6.25 $0.00
Disclosure

SEC source: 0001104659-22-071026 · tm2218398-1_4seq1.xml · derivative · entry 4

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 22,278

Underlying: Common Stock · 22,278 shares

Expires 2032-06-09

F6 · derivative.exercise_date: The option shall vest in substantially equal monthly installments over the twelve (12) months following the date of grant (or, in the event the next annual meeting of the Company's stockholders occurs prior to the first anniversary of the date of grant, any remaining unvested portion of the option will vest on the date of such annual meeting of the Company's stockholders), subject to Dr. Kolchinsky's continued service through the applicable vesting date.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky holds the option and restricted stock units for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or stock received upon sale of the common stock underlying the option and restricted stock units, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and restricted stock units and respective underlying common stock except to the extent of their pecuniary interest.

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June 10, 2022 Filed Jun 14, 2022 20:30 UTC Icosavax, Inc. ICVX · Entity 94107 GrantCommon Stock 5,543 $0.00 $0.00
Disclosure

SEC source: 0001104659-22-071026 · tm2218398-1_4seq1.xml · nonDerivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 5,543

F1 · shares: These shares represent restricted stock units and will be settled into common stock upon vesting. Each restricted stock unit would be converted into one share of ICVX common stock. These restricted stock units shall vest at the earlier of the first anniversary of the grant date or the date of the next annual meeting of the Company's stock holders, subject to the continued service of Dr. Peter Kolchinsky's service on the Issuer's board of directors through the vesting date.

F1 · ownership.nature: These shares represent restricted stock units and will be settled into common stock upon vesting. Each restricted stock unit would be converted into one share of ICVX common stock. These restricted stock units shall vest at the earlier of the first anniversary of the grant date or the date of the next annual meeting of the Company's stock holders, subject to the continued service of Dr. Peter Kolchinsky's service on the Issuer's board of directors through the vesting date.

F2 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F3 · ownership.nature: Under Dr. Kolchinsky's arrangement with the Adviser, Dr. Kolchinsky holds the option and restricted stock units for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or stock received upon sale of the common stock underlying the option and restricted stock units, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and restricted stock units and respective underlying common stock except to the extent of their pecuniary interest.

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June 07, 2022 Filed Jun 8, 2022 21:30 UTC DICE Therapeutics, Inc. DICE · Entity 110693 GrantStock Option (Right to Buy) · Derivative 21,250 $0.00 Strike: $14.98 $0.00
Disclosure

SEC source: 0001104659-22-069399 · tm2218000-1_4seq1.xml · derivative · entry 1

RA CAPITAL MANAGEMENT, L.P. · CIK 0001346824 · Director · 10% owner

RA Capital Healthcare Fund LP · CIK 0001315082 · Director · 10% owner

RA Capital Nexus Fund II, L.P. · CIK 0001825376 · Director · 10% owner

Kolchinsky Peter · CIK 0001384859 · Director · 10% owner

Shah Rajeev M. · CIK 0001619841 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 21,250

Underlying: Common Stock · 21,250 shares

Expires 2032-06-06

F2 · derivative.exercise_date: The shares subject to the option will vest on the earlier of: (i) the one-year anniversary of the grant date and (ii) the subsequent annual meeting of stockholders, subject to Mr. Jake Simson's, a Partner of the Adviser who serves on the Issuer's board of directors, continued service as a director.

F1 · ownership.nature: RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

F2 · ownership.nature: The shares subject to the option will vest on the earlier of: (i) the one-year anniversary of the grant date and (ii) the subsequent annual meeting of stockholders, subject to Mr. Jake Simson's, a Partner of the Adviser who serves on the Issuer's board of directors, continued service as a director.

F3 · ownership.nature: Under Mr. Simson's arrangement with the Adviser, Mr. Simson holds the option for the benefit of the Fund and the Nexus Fund II. Mr. Simson is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock except to the extent of their pecuniary interest.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.