0001144204-16-129467.txt : 20161025
0001144204-16-129467.hdr.sgml : 20161025
20161025213018
ACCESSION NUMBER: 0001144204-16-129467
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161025
FILED AS OF DATE: 20161025
DATE AS OF CHANGE: 20161025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ra Pharmaceuticals, Inc.
CENTRAL INDEX KEY: 0001481512
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 262908274
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE KENDALL SQUARE
STREET 2: SUITE B14301
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: (617) 401-4060
MAIL ADDRESS:
STREET 1: ONE KENDALL SQUARE
STREET 2: SUITE B14301
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kolchinsky Peter
CENTRAL INDEX KEY: 0001384859
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37926
FILM NUMBER: 161951375
MAIL ADDRESS:
STREET 1: 20 PARK PLAZA, SUITE 1200
CITY: BOSTON
STATE: MA
ZIP: 02116
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: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37926
FILM NUMBER: 161951376
BUSINESS ADDRESS:
STREET 1: 20 PARK PLAZA, SUITE 1200
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6177782500
MAIL ADDRESS:
STREET 1: 20 PARK PLAZA, SUITE 1200
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: RA CAPITAL MANAGEMENT, LLC
CENTRAL INDEX KEY: 0001346824
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37926
FILM NUMBER: 161951377
BUSINESS ADDRESS:
STREET 1: 20 PARK PLAZA, SUITE 1200
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-778-2500
MAIL ADDRESS:
STREET 1: 20 PARK PLAZA, SUITE 1200
CITY: BOSTON
STATE: MA
ZIP: 02116
3
1
v451211_3.xml
OWNERSHIP DOCUMENT
X0206
3
2016-10-25
0
0001481512
Ra Pharmaceuticals, Inc.
RARX
0001346824
RA CAPITAL MANAGEMENT, LLC
20 PARK PLAZA, SUITE 1200
BOSTON
MA
02116
1
0
1
0
0001315082
RA Capital Healthcare Fund LP
C/O RA CAPITAL MANAGEMENT, LLC
20 PARK PLAZA, SUITE 1200
BOSTON
MA
02116
0
0
1
0
0001384859
Kolchinsky Peter
C/O RA CAPITAL MANAGEMENT, LLC
20 PARK PLAZA, SUITE 1200
BOSTON
MA
02116
0
0
1
0
Series B-1 Preferred Stock
Common Stock
616646
I
See footnotes
Series B-2 Preferred Stock
Common Stock
573624
I
See footnotes
These securities include 507,500 shares held by RA Capital Healthcare Fund, L.P. (the "Fund") and 109,146 shares held in an account owned by Blackwell Partners LLC--Series A (the "Account").
These securities include 472,093 shares held by the Fund and 101,531 shares held in the Account.
RA Capital Management, LLC (the "Adviser") is the general partner of the Fund and the investment adviser of the Account. Peter Kolchinsky is the sole manager of the Adviser. The Adviser and Mr. Kolchinsky disclaim beneficial ownership of the reported securities: (A) in reliance on Rule 16a-1(a)(1)(v) and (vii); and (B) held by the Fund, for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein. The Adviser and Mr. Kochinsky have no pecuniary interest in the reported securities held in the Account and disclaim: (A) beneficial ownership thereof for purposes of Rule 16a-1(a)(2); and (B) any obligation to file reports under Section 16 other than as directors by deputization. The filing of this Form 3 shall not be construed as an admission that either the Adviser or Mr. Kolchinsky is or was the beneficial owner of any of the securities reported herein for purposes of Rule 16a-1(a)(1).
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.
/s/ Peter Kolchinsky, Manager of RA Capital Management, LLC
2016-10-25
/s/ Peter Kolchinsky, Manager of RA Capital Management, LLC, the General Partner of RA Capital Healthcare Fund, L.P.
2016-10-25
/s/ Peter Kolchinsky, individually
2016-10-25