Bain Capital Life Sciences Investors, LLC - 14 Jul 2021 Form 3 Insider Report for RAPID MICRO BIOSYSTEMS, INC. (RPID)

Role
10%+ Owner
Signature
BAIN CAPITAL LIFE SCIENCES INVESTORS, LLC, By: /s/ Jeffrey Schwartz, Title: Managing Director
Issuer symbol
RPID
Transactions as of
14 Jul 2021
Net transactions value
$0
Form type
3
Filing time
14 Jul 2021, 20:02:30 UTC
Next filing
21 Jul 2021
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding RPID Series B1 Preferred Stock 14 Jul 2021 Class A Common Stock 6,999,998 See footnotes F1, F2, F4, F5, F6
holding RPID Series C1 Preferred Stock 14 Jul 2021 Class A Common Stock 1,334,562 See footnotes F1, F3, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of the Issuer's Series B1 Preferred Stock and Series C1 Preferred Stock is convertible, at the option of the holder, into 0.2 of a share of the Issuer's Class A Common Stock and will automatically convert immediately prior to the closing of the Issuer's initial public offering. These securities have no expiration date.
F2 Represents 31,750,072 shares of the Issuer's Series B1 Preferred Stock held by Bain Capital Life Sciences Fund, L.P. ("BCLS") and 3,249,929 shares of the Issuer's Series B1 Preferred Stock held by BCIP Life Sciences Associates, LP ("BCIPLS" and, together with BCLS, the "Bain Capital Life Sciences Entities").
F3 Represents 6,053,214 shares of the Issuer's Series C1 Preferred Stock held by BCLS and 619,605 shares of the Issuer's Series C1 Preferred Stock held by BCIPLS.
F4 Bain Capital Life Sciences Partners, LP ("BCLSP") is the general partner of BCLS. As a result, BCLSP may be deemed to share voting and dispositive power with respect to the securities held by BCLS. BCLSP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
F5 Bain Capital Life Sciences Investors, LLC ("BCLSI"), whose managers are Jeffrey Schwartz and Adam Koppel, is the general partner of BCLSP and governs the investment strategy and decision-making process with respect to investments held by BCIPLS, whose general partner is Boylston Coinvestors, LLC. As a result, each of BCLSI, Mr. Schwartz and Dr. Koppel may be deemed to share voting and dispositive power with respect to the securities held by the Bain Capital Life Sciences Entities. BCLSI, Mr. Schwartz and Dr. Koppel each disclaim beneficial ownership of such securities except to the extent of its or their pecuniary interest therein.
F6 Jeffrey Schwartz is a director of the Issuer.