Longitude Capital Partners II, LLC - 19 Jul 2021 Form 4 Insider Report for RAPID MICRO BIOSYSTEMS, INC. (RPID)

Role
10%+ Owner
Signature
Longitude Capital Partners II, LLC, By: /s/ Patrick Enright, managing member
Issuer symbol
RPID
Transactions as of
19 Jul 2021
Net transactions value
+$3,000,000
Form type
4
Filing time
20 Jul 2021, 21:39:44 UTC
Previous filing
14 Jul 2021
Next filing
03 Feb 2026
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RPID Class A Common Stock Conversion of derivative security $0 +3,344,038 +5232% $0.000000 3,407,952 19 Jul 2021 Held by Longitude Venture Partners II, L.P. F1
transaction RPID Class A Common Stock Purchase $3,000,000 +150,000 $20.00 150,000 19 Jul 2021 Held by Longitude Prime Fund, L.P. F2

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
transaction RPID Series A1 Preferred Stock Conversion of derivative security $0 -8,774,007 -100% $0.000000* 0 19 Jul 2021 Class A Common Stock 1,754,801 Held by Longitude Venture Partners II, L.P. F1, F3
transaction RPID Series B1 Preferred Stock Conversion of derivative security $0 -5,654,529 -100% $0.000000* 0 19 Jul 2021 Class A Common Stock 1,130,904 Held by Longitude Venture Partners II, L.P. F1, F3
transaction RPID Series C1 Preferred Stock Conversion of derivative security $0 -2,291,665 -100% $0.000000* 0 19 Jul 2021 Class A Common Stock 458,333 Held by Longitude Venture Partners II, L.P. F1, F3
transaction RPID Series A1 Warrant Conversion of derivative security $0 -2,500,000 -100% $0.000000* 0 19 Jul 2021 Series A1 Preferred Stock 2,500,000 $0.0100 Held by Longitude Venture Partners II, L.P. F1, F4
transaction RPID Common Stock Warrant Conversion of derivative security $0 +500,000 $0.000000 500,000 19 Jul 2021 Class A Common Stock 500,000 $0.0500 Held by Longitude Venture Partners II, L.P. F1, F5
transaction RPID Series B1 Warrant Conversion of derivative security $0 -645,160 -100% $0.000000* 0 19 Jul 2021 Series B1 Preferred Stock 645,160 $0.0100 Held by Longitude Venture Partners II, L.P. F1, F4
transaction RPID Common Stock Warrant Conversion of derivative security $0 +129,032 $0.000000 129,032 19 Jul 2021 Class A Common Stock 129,032 $0.0500 Held by Longitude Venture Partners II, L.P. F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein.
F2 The securities are held directly by Longitude Prime Fund, L.P. ("LPF"). Longitude Prime Partners, LLC ("LPP"), the general partner of LPF, may be deemed to have voting and investment power with respect to the shares held by LPF. Mr. Enright and Ms. Tammenoms Bakker are the managing members of LPP and may be deemed to have voting, investment and dispositive power over the shares held by LPF. LPP and each of Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein.
F3 The Series A1 Preferred Stock, Series B1 Preferred Stock and Series C1 Preferred Stock (collectively, the "Preferred Stock") are convertible at any time, at the holder's election and have no expiration date. Each share of Preferred Stock automatically converted into 0.20 shares of the Issuer's Class A Common Stock upon the closing of the Issuer's initial public offering.
F4 The Issuer's Preferred Stock warrants automatically converted into warrants to purchase Common Stock immediately prior to the closing of the Issuer's initial public offering without payment or further consideration. The transaction is listed solely for the purpose of reporting the change in the shares underlying the warrants.
F5 Immediately exercisable.