Form 4 for RLYB Rallybio Corp
Accepted 2021-08-04 00:00:00 ET · period of report 2021-07-28 · accession 0001209191-21-049823 · 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 | 2021-08-04 | 2021-07-28 | RLYB | PARMAR KUSH | Dir | J - Other | — | +3.58M | 790.7K | New | — |
| DI | 2021-08-04 | 2021-08-02 | RLYB | PARMAR KUSH | Dir | P - Purchase | $13.00 | +615.4K | 1.41M | +78% | +$8.00M |
| D | 2021-08-04 | 2021-07-28 | RLYB | PARMAR KUSH | Dir | A - Grant | $0.00 | +13.4K | 13.4K | New | $0 |
| DMI | 2021-08-04 | 2021-07-28 | RLYB | PARMAR KUSH | Dir | J - Other | — | -22.77M | 0 | -100% | — |
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 | 2,784,626 | — | 2,784,626 | I 5AM Ventures V, L.P. | — | — | (F1) The Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred units (collectively, the "Preferred Units") reported herein were preferred 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 Preferred Units received approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Preferred Units had no expiration date prior to the liquidation. (F2) These securities are held directly by 5AM Ventures V, L.P. ("Ventures V"). 5AM Partners V, LLC ("Partners V") is the sole general partner of Ventures V. Dr. Parmar is a managing member of Partners V and may be deemed to share voting and investment power over the securities held by Ventures V. Dr. Parmar disclaims beneficial ownership of the securities held by Ventures V except to the extent of his pecuniary interest therein. |
| 2 | Common | Common Stock | 2021-08-02 | P | A | 615,384 | $13.00 | 1,406,098 | I 5AM Opportunities I, L.P. | — | — | (F3) These securities are held directly by 5AM Opportunities I, L.P. ("Opportunities I, L.P."). 5AM Opportunities I (GP), LLC ("Opportunities I (GP)") is the general partner of Opportunities I, L.P. Dr. Parmar is a managing member of Opportunities I (GP), and may be deemed to share voting and dispositive power over the securities held by Opportunities I, L.P. Dr. Parmar disclaims beneficial ownership of the securities held by Opportunities I, L.P. except to the extent of his pecuniary interest therein. |
| 3 | Common | Common Stock | 2021-07-28 | J | A | 790,714 | — | 790,714 | I 5AM Opportunities I, L.P. | — | — | (F1) The Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred units (collectively, the "Preferred Units") reported herein were preferred 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 Preferred Units received approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Preferred Units had no expiration date prior to the liquidation. (F3) These securities are held directly by 5AM Opportunities I, L.P. ("Opportunities I, L.P."). 5AM Opportunities I (GP), LLC ("Opportunities I (GP)") is the general partner of Opportunities I, L.P. Dr. Parmar is a managing member of Opportunities I (GP), and may be deemed to share voting and dispositive power over the securities held by Opportunities I, L.P. Dr. Parmar disclaims beneficial ownership of the securities held by Opportunities I, L.P. except to the extent of his pecuniary interest therein. |
| 4 | Derivative | Option (Right to Buy) | 2021-07-28 | A | A | 13,440 | $0.00 | 13,440 | D | $13.00 · — to — | 13,440 Common Stock | (F5) The option vests as to the underlying shares of Common Stock on the earlier of July 28, 2022 and the date of the first annual meeting of stockholders of the Issuer following the closing of its initial public offering. |
| 5 | Derivative | Series B Preferred Units | 2021-07-28 | J | D | 5,034,955 | — | 0 | I 5AM Opportunities I, L.P. | — · — to — | 790,714 Common Stock | (F1) The Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred units (collectively, the "Preferred Units") reported herein were preferred 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 Preferred Units received approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Preferred Units had no expiration date prior to the liquidation. (F3) These securities are held directly by 5AM Opportunities I, L.P. ("Opportunities I, L.P."). 5AM Opportunities I (GP), LLC ("Opportunities I (GP)") is the general partner of Opportunities I, L.P. Dr. Parmar is a managing member of Opportunities I (GP), and may be deemed to share voting and dispositive power over the securities held by Opportunities I, L.P. Dr. Parmar disclaims beneficial ownership of the securities held by Opportunities I, L.P. except to the extent of his pecuniary interest therein. |
| 6 | Derivative | Series B Preferred Units | 2021-07-28 | J | D | 7,192,795 | — | 0 | I 5AM Ventures V, LP. | — · — to — | 1,129,592 Common Stock | (F1) The Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred units (collectively, the "Preferred Units") reported herein were preferred 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 Preferred Units received approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Preferred Units had no expiration date prior to the liquidation. (F2) These securities are held directly by 5AM Ventures V, L.P. ("Ventures V"). 5AM Partners V, LLC ("Partners V") is the sole general partner of Ventures V. Dr. Parmar is a managing member of Partners V and may be deemed to share voting and investment power over the securities held by Ventures V. Dr. Parmar disclaims beneficial ownership of the securities held by Ventures V except to the extent of his pecuniary interest therein. |
| 7 | Derivative | Series A-1 Preferred Units | 2021-07-28 | J | D | 1,795,946 | — | 0 | I 5AM Ventures V, LP. | — · — to — | 282,044 Common Stock | (F1) The Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred units (collectively, the "Preferred Units") reported herein were preferred 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 Preferred Units received approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Preferred Units had no expiration date prior to the liquidation. (F2) These securities are held directly by 5AM Ventures V, L.P. ("Ventures V"). 5AM Partners V, LLC ("Partners V") is the sole general partner of Ventures V. Dr. Parmar is a managing member of Partners V and may be deemed to share voting and investment power over the securities held by Ventures V. Dr. Parmar disclaims beneficial ownership of the securities held by Ventures V except to the extent of his pecuniary interest therein. |
| 8 | Derivative | Series A-2 Preferred Units | 2021-07-28 | J | D | 8,742,654 | — | 0 | I 5AM Ventures V, LP. | — · — to — | 1,372,990 Common Stock | (F1) The Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred units (collectively, the "Preferred Units") reported herein were preferred 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 Preferred Units received approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Preferred Units had no expiration date prior to the liquidation. (F2) These securities are held directly by 5AM Ventures V, L.P. ("Ventures V"). 5AM Partners V, LLC ("Partners V") is the sole general partner of Ventures V. Dr. Parmar is a managing member of Partners V and may be deemed to share voting and investment power over the securities held by Ventures V. Dr. Parmar disclaims beneficial ownership of the securities held by Ventures V except to the extent of his pecuniary interest therein. |