0001209191-21-049819.txt : 20210804 0001209191-21-049819.hdr.sgml : 20210804 20210804211704 ACCESSION NUMBER: 0001209191-21-049819 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210729 FILED AS OF DATE: 20210804 DATE AS OF CHANGE: 20210804 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROCKLAGE SCOTT M CENTRAL INDEX KEY: 0001219014 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40693 FILM NUMBER: 211145951 MAIL ADDRESS: STREET 1: 179 SANDY POND ROAD CITY: LINCOLN STATE: MA ZIP: 01773 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schwab Andrew J. CENTRAL INDEX KEY: 0001598549 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40693 FILM NUMBER: 211145950 MAIL ADDRESS: STREET 1: C/O 5AM VENTURES, 2200 SAND HILL ROAD STREET 2: SUITE 110 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 5AM Ventures V, L.P. CENTRAL INDEX KEY: 0001674324 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40693 FILM NUMBER: 211145955 BUSINESS ADDRESS: STREET 1: 2200 SAND HILL ROAD, SUITE 110 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 233-8600 MAIL ADDRESS: STREET 1: 2200 SAND HILL ROAD, SUITE 110 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 5AM Partners V, LLC CENTRAL INDEX KEY: 0001791889 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40693 FILM NUMBER: 211145954 BUSINESS ADDRESS: STREET 1: 501 SECOND STREET, SUITE 350 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: 650-233-8600 MAIL ADDRESS: STREET 1: 501 SECOND STREET, SUITE 350 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 5AM Opportunities I, L.P. CENTRAL INDEX KEY: 0001753000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40693 FILM NUMBER: 211145953 BUSINESS ADDRESS: STREET 1: 501 SECOND STREET, SUITE 350 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: 415-993-8570 MAIL ADDRESS: STREET 1: 501 SECOND STREET, SUITE 350 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 5AM Opportunities I (GP), LLC CENTRAL INDEX KEY: 0001790778 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40693 FILM NUMBER: 211145952 BUSINESS ADDRESS: STREET 1: 501 2ND STREET, SUITE 350 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: (650) 233-86000 MAIL ADDRESS: STREET 1: 501 2ND STREET, SUITE 350 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rallybio Corp CENTRAL INDEX KEY: 0001739410 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 851083789 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 234 CHURCH STREET STREET 2: SUITE 1020 CITY: NEW HAVEN STATE: CT ZIP: 06510 BUSINESS PHONE: 203- 859-3820 MAIL ADDRESS: STREET 1: 234 CHURCH STREET STREET 2: SUITE 1020 CITY: NEW HAVEN STATE: CT ZIP: 06510 FORMER COMPANY: FORMER CONFORMED NAME: Rallybio Holdings, LLC DATE OF NAME CHANGE: 20180502 3/A 1 doc3a.xml FORM 3/A SUBMISSION X0206 3/A 2021-07-29 2021-07-29 0 0001739410 Rallybio Corp RLYB 0001674324 5AM Ventures V, L.P. 501 2ND STREET, SUITE 350 SAN FRANCISCO CA 94107 0 0 1 0 0001791889 5AM Partners V, LLC 501 2ND STREET, SUITE 350 SAN FRANCISCO CA 94107 0 0 1 0 0001753000 5AM Opportunities I, L.P. 501 2ND STREET, SUITE 350 SAN FRANCISCO CA 94107 0 0 1 0 0001790778 5AM Opportunities I (GP), LLC 501 2ND STREET, SUITE 350 SAN FRANCISCO CA 94107 0 0 1 0 0001219014 ROCKLAGE SCOTT M 501 2ND STREET, SUITE 350 SAN FRANCISCO CA 94107 0 0 1 0 0001598549 Schwab Andrew J. 501 2ND STREET, SUITE 350 SAN FRANCISCO CA 94107 0 0 1 0 Common Stock 790714 I footnote Common Stock 2784626 I footnote Consists of 790,714 shares held by 5AM Opportunities I, L.P. ("Opportunities I") 5AM Opportunities I (GP), LLC is the general partner of Opportunities I and may be deemed to have sole investment and voting power over the shares held by Opportunities I. Each of Andrew Schwab and Dr. Kush Parmar is a Managing Member of 5AM Opportunities I (GP), LLC, and may be deemed to have shared voting and dispositive power over the shares held by Opportunities I. Therefore, each of Andrew Schwab, Dr. Kush Parmar and 5AM Opportunities I (GP), LLC may be deemed to beneficially own the shares held by Opportunities I, and each disclaims beneficial ownership over the shares held by Opportunities I except to the extent of his or its pecuniary interest therein. Dr. Parmar is a director of the issuer and files separate Section 16 reports. This Form 3 amendment is being filed to correct the original Form 3 filed on July 29, 2021. The Amount of Securities Beneficially Owned was stated incorrectly on the original Form 3. Consists of 2,784,626 shares held by 5AM Ventures V, L.P. ("Ventures V"). 5AM Partners V, LLC is the general partner of Ventures V and may be deemed to have sole investment and voting power over the shares held by Ventures V. Each of Andrew Schwab, Dr. Kush Parmar and Dr. Scott Rocklage is a Managing Member of 5AM Partners V, LLC, and may be deemed to have shared voting and dispositive power over the shares held by Ventures V. Therefore, each of Andrew Schwab, Dr. Kush Parmar, Dr. Scott Rocklage, and 5AM Partners V, LLC may be deemed to beneficially own the shares held by Ventures V, and each disclaims beneficial ownership over the shares held by Ventures V except to the extent of his or its pecuniary interest therein. Dr. Parmar is a director of the issuer and files separate Section 16 reports. 5AM Ventures V, L.P., By: 5AM Partners V, LLC, its General Partner, By /s/ Scott M. Rocklage, Managing Member 2021-08-04 5AM Partners V, LLC, By /s/ Scott M. Rocklage, Managing Member 2021-08-04 5AM Opportunities I, L.P., By: 5AM Opportunities I (GP), LLC, its General Partner, By /s/ Andrew J. Schwab, Managing Member 2021-08-04 5AM Opportunities I (GP), LLC, By /s/ Andrew J. Schwab, Managing Member 2021-08-04 /s/ Scott M. Rocklage 2021-08-04 /s/ Andrew J. Schwab 2021-08-04