13D Filing: RA Capital Management and Dicerna Pharmaceuticals Inc (DRNA)

Item 5.

Interest in Securities of the Issuer

Item 5 of the Statement is hereby amended
and restated in its entirety as follows:

(a)-(b) See Items 7-11 of the cover pages
and Item 2 of this Statement.

(c) Except for the transactions disclosed
in Item 4 herein, none of the Reporting Persons has effected any transactions in the Common Stock of the Issuer in the past 60
days.

(d) None.

(e) Not Applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6 of the Statement is hereby amended
and supplemented by adding the following:

Item 4 above summarizes
certain provisions of the Letter Agreement and is incorporated herein by reference. A copy of the Letter Agreement is attached
as an exhibit to this Statement and is incorporated herein by reference.

Except as set forth herein,
none of the Reporting Persons has any contracts, arrangements, understandings or relationships (legal or otherwise) with any person
with respect to any securities of the Issuer, including but not limited to any contracts, arrangements, understandings or relationships
concerning the transfer or voting of such securities, finder’s fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.

Item 7.

Materials to be Filed as Exhibits

 

Item 7 of
the Statement is amended and supplemented by adding the following:

 

Exhibit Number	Description
2	Letter Agreement entered into on December 13, 2017 by and between Dicerna Pharmaceuticals, Inc. and the holders of its redeemable convertible preferred stock (incorporated by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on December 14, 2017).