0001104659-20-080639.txt : 20200702
0001104659-20-080639.hdr.sgml : 20200702
20200702164648
ACCESSION NUMBER: 0001104659-20-080639
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200630
FILED AS OF DATE: 20200702
DATE AS OF CHANGE: 20200702
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RA CAPITAL MANAGEMENT, L.P.
CENTRAL INDEX KEY: 0001346824
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38223
FILM NUMBER: 201010237
BUSINESS ADDRESS:
STREET 1: 200 BERKELEY STREET, 18TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-778-2500
MAIL ADDRESS:
STREET 1: 200 BERKELEY STREET, 18TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: RA CAPITAL MANAGEMENT, LLC
DATE OF NAME CHANGE: 20051213
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RA Capital Healthcare Fund LP
CENTRAL INDEX KEY: 0001315082
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38223
FILM NUMBER: 201010238
BUSINESS ADDRESS:
STREET 1: 200 BERKELEY STREET
STREET 2: 18TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6177782500
MAIL ADDRESS:
STREET 1: 200 BERKELEY STREET
STREET 2: 18TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: RA Capital Biotech Fund LP
DATE OF NAME CHANGE: 20050121
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kolchinsky Peter
CENTRAL INDEX KEY: 0001384859
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38223
FILM NUMBER: 201010239
MAIL ADDRESS:
STREET 1: 200 BERKELEY STREET
STREET 2: 18TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Shah Rajeev M.
CENTRAL INDEX KEY: 0001619841
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38223
FILM NUMBER: 201010240
MAIL ADDRESS:
STREET 1: 200 BERKELEY STREET
STREET 2: 18TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RHYTHM PHARMACEUTICALS, INC.
CENTRAL INDEX KEY: 0001649904
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 462159271
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 222 BERKELEY STREET
STREET 2: 12TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 857-264-4280
MAIL ADDRESS:
STREET 1: 222 BERKELEY STREET
STREET 2: 12TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER COMPANY:
FORMER CONFORMED NAME: RHYTHM METABOLIC, INC.
DATE OF NAME CHANGE: 20150803
4
1
tm2024054-2_4.xml
OWNERSHIP DOCUMENT
X0306
4
2020-06-30
0
0001649904
RHYTHM PHARMACEUTICALS, INC.
RYTM
0001346824
RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001315082
RA Capital Healthcare Fund LP
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001384859
Kolchinsky Peter
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001619841
Shah Rajeev M.
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR
BOSTON
MA
02116
0
0
1
0
Common Stock
2020-06-30
4
S
0
61901
22.1521
D
5210088
I
See Footnote
Common Stock
2020-07-01
4
S
0
25527
21.8714
D
5184561
I
See Footnote
Common Stock
2020-07-02
4
S
0
44153
22.0363
D
5140408
I
See Footnote
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.
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
2020-07-02
/s/ Peter Kolchinsky, Manager of RA Capital Healthcare GP, LLC, the General Partner of RA Capital Healthcare Fund, L.P.
2020-07-02
/s/ Peter Kolchinsky, individually
2020-07-02
/s/ Rajeev Shah, individually
2020-07-02