Filing Details
- Accession Number:
- 0000899243-21-031635
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-08-04 17:52:52
- Reporting Period:
- 2021-07-28
- Accepted Time:
- 2021-08-04 17:52:52
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1739410 | Rallybio Corp | RLYB | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1551966 | Lorne Robert Hopfner | C/O Rallybio Corporation 234 Church Street, Suite 1020 New Haven CT 06510 | Yes | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2021-07-28 | 1,694,388 | $0.00 | 1,694,388 | No | 4 | J | Indirect | Pivotal bioVenture Partners Fund I L.P |
Common Stock | Acquisiton | 2021-08-02 | 576,923 | $13.00 | 2,267,411 | No | 4 | P | Indirect | Pivotal bioVenture Partners Fund I L.P |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | J | Indirect | Pivotal bioVenture Partners Fund I L.P |
No | 4 | P | Indirect | Pivotal bioVenture Partners Fund I L.P |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series B Preferred Units | Disposition | 2021-07-28 | 10,789,193 | $0.00 | 1,693,488 | $0.00 |
Common Stock | Option (Right to Buy) | Acquisiton | 2021-07-28 | 13,440 | $0.00 | 13,440 | $13.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | J | Indirect | ||
13,440 | No | 4 | A | Direct |
Footnotes
- The Series B Preferred Units (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.
- Shares of common stock are held directly by Pivotal bioVenture Partners Fund I L.P. ("Pivotal"). Pivotal bioVenture Partners Fund I G.P., L.P. is the general partner of Pivotal. Dr. Hopfner is a managing director at Pivotal bioVenture Partners and may be deemed to share voting and dispositive power over the shares held by Pivotal. Dr. Hopfner disclaims beneficial ownership of the shares held by Pivotal except to the extent of his pecuniary interest therein.
- Prior to the effectiveness of the Plan of Liquidation, the Preferred Units were convertible into shares of common units of Rallybio Holdings, LLC.
- 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. The option expires on July 28, 2031.