Form 4 for RLYB Rallybio Corp
Accepted 2022-01-11 00:00:00 ET · period of report 2021-07-28 · accession 0000899243-22-001629 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2022-01-11 | 2021-07-28 | RLYB | Fryer Jeffrey M | See Remarks | J - Other | — | +709.1K | 201.9K | New | — |
| DMI | 2022-01-11 | 2022-01-07 | RLYB | Fryer Jeffrey M | See Remarks | P - Purchase | $9.41 | +10.0K | 33.4K | +43% | +$94.1K |
| DMI | 2022-01-11 | 2021-07-28 | RLYB | Fryer Jeffrey M | See Remarks | J - Other | — | -5.18M | 0 | -100% | — |
| D | 2022-01-11 | 2021-07-28 | RLYB | Fryer Jeffrey M | See Remarks | A - Grant | $0.00 | +160.0K | 160.0K | New | $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 | Common Stock | 2021-07-28 | J | A | 32,648 | — | 32,648 | I See Footnote | — | — | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F2) Shares of common stock are held in a Roth IRA. |
| 2 | Common | Common Stock | 2021-07-28 | J | A | 272,609 | — | 272,609 | I See Footnote | — | — | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F3) Shares of common stock are held in a revocable trust for which Mr. Fryer is the grantor. |
| 3 | Common | Common Stock | 2022-01-07 | P | A | 9,295 | $9.44 | 42,648 | I See Footnote | — | — | (F7) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.01 to $10.00, inclusive. (F2) Shares of common stock are held in a Roth IRA. |
| 4 | Common | Common Stock | 2021-07-28 | J | A | 201,934 | — | 201,934 | I See Footnote | — | — | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F5) Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares. |
| 5 | Common | Common Stock | 2022-01-07 | P | A | 705 | $8.97 | 33,353 | I See Footnote | — | — | (F6) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.01 to $9.00, inclusive. The reporting person undertakes to provide to Rallybio Corporation, any security holder of Rallybio Corporation, 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 ranges set forth in footnotes (6) and (7) to this Form 4. (F2) Shares of common stock are held in a Roth IRA. |
| 6 | Common | Common Stock | 2021-07-28 | J | A | 201,934 | — | 201,934 | I See Footnote | — | — | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F4) Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares. |
| 7 | Derivative | Series A-1 Preferred Units | 2021-07-28 | J | D | 75,000 | — | 0 | I See footnote | — · — to — | 11,778 Common Stock | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F5) Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares. |
| 8 | Derivative | Series A-2 Preferred Units | 2021-07-28 | J | D | 100,000 | — | 0 | I See footnote | — · — to — | 15,704 Common Stock | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F2) Shares of common stock are held in a Roth IRA. |
| 9 | Derivative | Series B Preferred Units | 2021-07-28 | J | D | 107,891 | — | 0 | I See footnote | — · — to — | 16,944 Common Stock | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F2) Shares of common stock are held in a Roth IRA. |
| 10 | Derivative | Option (Right to Buy) | 2021-07-28 | A | A | 160,000 | $0.00 | 160,000 | D | $13.00 · — to 2031-07-28 | 160,000 Common Stock | (F8) The option vests as to 25% of the underlying shares of Common Stock on July 28, 2022 and as to the remaining 75% of the underlying shares of Common Stock in 36 equal monthly installments thereafter. |
| 11 | Derivative | Series A-1 Preferred Units | 2021-07-28 | J | D | 75,000 | — | 0 | I See footnote | — · — to — | 11,778 Common Stock | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F4) Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares. |
| 12 | Derivative | Common Units | 2021-07-28 | J | D | 2,255,000 | — | 0 | I See footnote | — · — to — | 272,609 Common Stock | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F3) Shares of common stock are held in a revocable trust for which Mr. Fryer is the grantor. |
| 13 | Derivative | Common Units | 2021-07-28 | J | D | 1,282,500 | — | 0 | I See footnote | — · — to — | 190,156 Common Stock | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F4) Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares. |
| 14 | Derivative | Common Units | 2021-07-28 | J | D | 1,282,500 | — | 0 | I See footnote | — · — to — | 190,156 Common Stock | (F1) The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation. (F5) Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares. |