Form 4 for RPID RAPID MICRO BIOSYSTEMS, INC.
Accepted 2021-07-20 00:00:00 ET · period of report 2021-07-19 · accession 0000899243-21-029105 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2021-07-20 | 2021-07-19 | RPID | Longitude Prime Partners, LLC | 10% | P - Purchase | $20.00 | +150.0K | 150.0K | New | +$3.00M |
| DI | 2021-07-20 | 2021-07-19 | RPID | Longitude Prime Partners, LLC | 10% | C - Cnv Deriv | $0.00 | +3.34M | 3.41M | +5,232% | $0 |
| DMI | 2021-07-20 | 2021-07-19 | RPID | Longitude Prime Partners, LLC | 10% | C - Cnv Deriv | $0.00 | -19.24M | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-07-19 | P | A | 150,000 | $20.00 | 150,000 | I Held by Longitude Prime Fund, L.P. | — | — | (F2) The securities are held directly by Longitude Prime Fund, L.P. ("LPF"). Longitude Prime Partners, LLC ("LPP"), the general partner of LPF, may be deemed to have voting and investment power with respect to the shares held by LPF. Mr. Enright and Ms. Tammenoms Bakker are the managing members of LPP and may be deemed to have voting, investment and dispositive power over the shares held by LPF. LPP and each of Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein. |
| 2 | Common | Class A Common Stock | 2021-07-19 | C | A | 3,344,038 | $0.00 | 3,407,952 | I Held by Longitude Venture Partners II, L.P. | — | — | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. |
| 3 | Derivative | Common Stock Warrant | 2021-07-19 | C | A | 129,032 | $0.00 | 129,032 | I Held by Longitude Venture Partners II, L.P. | $0.05 · — to 2028-01-17 | 129,032 Class A Common Stock | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. (F5) Immediately exercisable. |
| 4 | Derivative | Series A1 Preferred Stock | 2021-07-19 | C | D | 8,774,007 | $0.00 | 0 | I Held by Longitude Venture Partners II, L.P. | — · — to — | 1,754,801 Class A Common Stock | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. (F3) The Series A1 Preferred Stock, Series B1 Preferred Stock and Series C1 Preferred Stock (collectively, the "Preferred Stock") are convertible at any time, at the holder's election and have no expiration date. Each share of Preferred Stock automatically converted into 0.20 shares of the Issuer's Class A Common Stock upon the closing of the Issuer's initial public offering. |
| 5 | Derivative | Series B1 Preferred Stock | 2021-07-19 | C | D | 5,654,529 | $0.00 | 0 | I Held by Longitude Venture Partners II, L.P. | — · — to — | 1,130,904 Class A Common Stock | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. (F3) The Series A1 Preferred Stock, Series B1 Preferred Stock and Series C1 Preferred Stock (collectively, the "Preferred Stock") are convertible at any time, at the holder's election and have no expiration date. Each share of Preferred Stock automatically converted into 0.20 shares of the Issuer's Class A Common Stock upon the closing of the Issuer's initial public offering. |
| 6 | Derivative | Series B1 Warrant | 2021-07-19 | C | D | 645,160 | $0.00 | 0 | I Held by Longitude Venture Partners II, L.P. | $0.01 · — to 2028-01-17 | 645,160 Series B1 Preferred Stock | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. (F4) The Issuer's Preferred Stock warrants automatically converted into warrants to purchase Common Stock immediately prior to the closing of the Issuer's initial public offering without payment or further consideration. The transaction is listed solely for the purpose of reporting the change in the shares underlying the warrants. |
| 7 | Derivative | Series A1 Warrant | 2021-07-19 | C | D | 2,500,000 | $0.00 | 0 | I Held by Longitude Venture Partners II, L.P. | $0.01 · — to 2027-07-24 | 2,500,000 Series A1 Preferred Stock | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. (F4) The Issuer's Preferred Stock warrants automatically converted into warrants to purchase Common Stock immediately prior to the closing of the Issuer's initial public offering without payment or further consideration. The transaction is listed solely for the purpose of reporting the change in the shares underlying the warrants. |
| 8 | Derivative | Common Stock Warrant | 2021-07-19 | C | A | 500,000 | $0.00 | 500,000 | I Held by Longitude Venture Partners II, L.P. | $0.05 · — to 2027-07-24 | 500,000 Class A Common Stock | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. (F5) Immediately exercisable. |
| 9 | Derivative | Series C1 Preferred Stock | 2021-07-19 | C | D | 2,291,665 | $0.00 | 0 | I Held by Longitude Venture Partners II, L.P. | — · — to — | 458,333 Class A Common Stock | (F1) The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein. (F3) The Series A1 Preferred Stock, Series B1 Preferred Stock and Series C1 Preferred Stock (collectively, the "Preferred Stock") are convertible at any time, at the holder's election and have no expiration date. Each share of Preferred Stock automatically converted into 0.20 shares of the Issuer's Class A Common Stock upon the closing of the Issuer's initial public offering. |