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Filing Details

Accession Number:: 0001104659-20-080639
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-07-02 16:46:48
Reporting Period:: 2020-06-30

Accepted Time:: 2020-07-02 16:46:48
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1649904	Rhythm Pharmaceuticals Inc.	RYTM	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1315082	Ra Capital Healthcare Fund Lp	C/O Ra Capital Management, L.p. 200 Berkeley Street, 18Th Floor Boston MA 02116	No	No	Yes	No
1346824	Ra Capital Management, L.p.	200 Berkeley Street, 18Th Floor Boston MA 02116	No	No	Yes	No
1384859	Peter Kolchinsky	C/O Ra Capital Management, L.p. 200 Berkeley Street, 18Th Floor Boston MA 02116	No	No	Yes	No
1619841	M. Rajeev Shah	C/O Ra Capital Management, L.p. 200 Berkeley Street, 18Th Floor Boston MA 02116	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	Disposition	2020-06-30	61,901	$22.15	5,210,088	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2020-07-01	25,527	$21.87	5,184,561	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2020-07-02	44,153	$22.04	5,140,408	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Footnotes

This transaction was executed in multiple trades at prices ranging from $21.90 to $22.41; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.
RA Capital Management, L.P. (the "Adviser") is the investment manager for the RA Capital Healthcare Fund, L.P. (the "Fund") and a separately managed account (the "Account"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah may be deemed indirect beneficial owners of the reported securities for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act").
They disclaim beneficial ownership of any of the reported securities for the purpose of determining whether they are subject to Section 16 of the Act, however, in reliance on Rule 16a-1(a)(1)(v) and (vii). To the extent that they might be deemed subject to Section 16, they disclaim beneficial ownership of securities held by the Fund for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein, and disclaim any pecuniary interest in securities held in the Account for purposes of Rule 16a-1(a)(2).
The filing of this Form 4 shall not be construed as an admission that either the Adviser, the Adviser GP, Dr. Kolchinsky, or Mr. Shah is or was for the purposes of Section 16(a), or otherwise, the beneficial owner of any of the securities held in the Account.
This transaction was executed in multiple trades at prices ranging from $21.75 to $22.09; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.
This transaction was executed in multiple trades at prices ranging from $22.00 to $22.165; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.
Includes 4,599,403 shares held by the Fund and 541,005 shares held by the Account.