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Filing Details

Accession Number:: 0001209191-16-147489
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-10-31 16:51:28
Reporting Period:: 2016-10-31

Filing Date:: 2016-10-31
Accepted Time:: 2016-10-31 16:51:28
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1481512	Ra Pharmaceuticals Inc.	RARX	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1237289	D Scott Sandell	1954 Greenspring Drive Suite 600 Timonium MD 21093		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2016-10-31	80,658	$0.07	80,658	No	4	X	Indirect	See Note 2
Common Stock	Disposition	2016-10-31	435	$13.00	80,223	No	4	S	Indirect	See Note 2
Common Stock	Acquisiton	2016-10-31	1,778,227	$0.00	1,858,450	No	4	C	Indirect	See Note 2
Common Stock	Acquisiton	2016-10-31	669,951	$0.00	2,528,401	No	4	C	Indirect	See Note 2
Common Stock	Acquisiton	2016-10-31	623,210	$0.00	3,151,611	No	4	C	Indirect	See Note 2
Common Stock	Acquisiton	2016-10-31	338,462	$13.00	3,490,073	No	4	P	Indirect	See Note 2

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	X	Indirect	See Note 2
No	4	S	Indirect	See Note 2
No	4	C	Indirect	See Note 2
No	4	C	Indirect	See Note 2
No	4	C	Indirect	See Note 2
No	4	P	Indirect	See Note 2

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Warrants to Purchase Common Stock	Disposition	2016-10-31	80,658	$0.00	80,658	$0.07
Common Stock	Series A Preferred Stock	Disposition	2016-10-31	12,447,605	$0.00	1,778,227	$0.00
Common Stock	Series B-1 Preferred Stock	Disposition	2016-10-31	4,689,657	$0.00	669,951	$0.00
Common Stock	Series B-2 Preferred Stock	Disposition	2016-10-31	4,362,472	$0.00	623,210	$0.00

Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2022-04-01	No	4	X	Indirect
	No	4	C	Indirect
	No	4	C	Indirect
	No	4	C	Indirect

Footnotes

The Warrants automatically exercised immediately prior to the closing of the Issuer's initial public offering for such number of shares issuable pursuant to a cashless net exercise provision, resulting in the Issuer withholding 435 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 80,223 shares, after deducting the aggregate exercise price.
The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 13 shares in which the Reporting Person has no pecuniary interest.
Each share of the Series A Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
Each share of the Series B-1 Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
Each share of the Series B-2 Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date.