0000950170-24-070065.txt : 20240606 0000950170-24-070065.hdr.sgml : 20240606 20240606184949 ACCESSION NUMBER: 0000950170-24-070065 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240606 FILED AS OF DATE: 20240606 DATE AS OF CHANGE: 20240606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ceesay Abraham CENTRAL INDEX KEY: 0001722140 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42121 FILM NUMBER: 241026767 MAIL ADDRESS: STREET 1: C/O SCPHARMACEUTICALS, INC. STREET 2: 2400 DISTRICT AVENUE SUITE 310 CITY: BURLINGTON STATE: MA ZIP: 01830 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rapport Therapeutics, Inc. CENTRAL INDEX KEY: 0002012593 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 880724208 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1325 BOYLSTON STREET STREET 2: SUITE 401 CITY: BOSTON STATE: MA ZIP: 02215 BUSINESS PHONE: 857-321-8020 MAIL ADDRESS: STREET 1: 1325 BOYLSTON STREET STREET 2: SUITE 401 CITY: BOSTON STATE: MA ZIP: 02215 3 1 ownership.xml 3 X0206 3 2024-06-06 0 0002012593 Rapport Therapeutics, Inc. RAPP 0001722140 Ceesay Abraham RAPPORT THERAPEUTICS, INC. 1325 BOYLSTON STREET, SUITE 401 BOSTON MA 02215 true true false false Chief Executive Officer Common Stock 626247 D Common Stock 81729 I By Ceesay Family Irrevocable Trust Common Stock 81729 I By Dorothy Ceesay Irrevocable Trust Stock Option (Right to Buy) 1.80 2033-12-05 Common Stock 263801 D Stock Option (Right to Buy) 9.60 2034-03-24 Common Stock 254348 D Shares held by The Ceesay Family Irrevocable Trust u/t/d March 27, 2024. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that he is a beneficial owner of such shares for the purpose of Section 16 of the Exchange Act, or for any other purpose. Shares held by The Dorothy Ceesay Irrevocable Trust u/d/t dated March 27, 2024. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 of the Securities Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that he is a beneficial owner of such shares for the purpose of Section 16 of the Exchange Act, or for any other purpose. 25% of the shares underlying this option shall vest and become exercisable on August 7, 2024, with the remaining shares vesting in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date. 25% of the shares underlying this option shall vest and become exercisable on March 25, 2025, with the remaining shares vesting in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person's continued service on each such vesting date. Exhibit 24 - Power of Attorney /s/ Cheryl Gault, Attorney-in-Fact 2024-06-06 EX-24 2 ck0002012593-ex24.htm EX-24 EX-24

 

LIMITED POWER OF ATTORNEY

 

The undersigned hereby constitutes and appoints Troy Ignelzi and Cheryl Gault, signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director, and/or securityholder of Rapport Therapeutics, Inc., a Delaware corporation (the “Company”), from time to time the following U.S. Securities and Exchange Commission (“SEC”) forms: (i) Form ID, including any attached documents (such as Update Passphrase Authentication), to effect the assignment of codes to the undersigned to be used in the transmission of information to the SEC using the EDGAR System; (ii) Form 3, Initial Statement of Beneficial Ownership of Securities, including any attached documents; (iii) Form 4, Statement of Changes in Beneficial Ownership of Securities, including any attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership of Securities in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents; (v) Schedules 13D and 13G; and (vi) amendments of each thereof, in accordance with the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents;

 

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, Schedule 13D or 13G, or any amendment(s) thereto and timely file such form(s) with the SEC and any securities exchange, national association or similar authority; and

 

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact, acting singly, full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 or Regulation 13D-G of the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees to indemnify the attorneys-in-fact and the Company from and against any demand, damage, loss, cost or expense arising from any false or misleading information provided by the undersigned to the attorneys-in-fact.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file such forms with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney supersedes any prior power of attorney in connection with the undersigned’s capacity as an officer and/or director of the Company. This Power of Attorney shall expire as to any individual attorney-in-fact if such attorney-in-fact ceases to be an employee of the Company.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of June 5, 2024.

 

/s/ Abraham N. Ceesay

Signature

 

Abraham N. Ceesay, M.D.

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