Jeffrey M. Fryer - 28 Jul 2021 Form 4 Insider Report for Rallybio Corp (RLYB)

Role
Chief Financial Officer & Treasurer
Signature
By: /s/ Michael Greco, Attorney-in-Fact
Issuer symbol
RLYB
Transactions as of
28 Jul 2021
Net transactions value
+$94,069
Form type
4
Filing time
11 Jan 2022, 19:03:24 UTC
Previous filing
21 Jan 2022
Next filing
29 Jul 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RLYB Common Stock Other +32,648 32,648 28 Jul 2021 See Footnote F1, F2
transaction RLYB Common Stock Other +272,609 272,609 28 Jul 2021 See Footnote F1, F3
transaction RLYB Common Stock Other +201,934 201,934 28 Jul 2021 See Footnote F1, F4
transaction RLYB Common Stock Other +201,934 201,934 28 Jul 2021 See Footnote F1, F5
transaction RLYB Common Stock Purchase $6,324 +705 +2.2% $8.97 33,353 07 Jan 2022 See Footnote F2, F6
transaction RLYB Common Stock Purchase $87,745 +9,295 +28% $9.44 42,648 07 Jan 2022 See Footnote F2, F7

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 RLYB Common Units Other -2,255,000 -100% 0 28 Jul 2021 Common Stock 272,609 See footnote F1, F3
transaction RLYB Common Units Other -1,282,500 -100% 0 28 Jul 2021 Common Stock 190,156 See footnote F1, F4
transaction RLYB Common Units Other -1,282,500 -100% 0 28 Jul 2021 Common Stock 190,156 See footnote F1, F5
transaction RLYB Series A-1 Preferred Units Other -75,000 -100% 0 28 Jul 2021 Common Stock 11,778 See footnote F1, F4
transaction RLYB Series A-1 Preferred Units Other -75,000 -100% 0 28 Jul 2021 Common Stock 11,778 See footnote F1, F5
transaction RLYB Series A-2 Preferred Units Other -100,000 -100% 0 28 Jul 2021 Common Stock 15,704 See footnote F1, F2
transaction RLYB Series B Preferred Units Other -107,891 -100% 0 28 Jul 2021 Common Stock 16,944 See footnote F1, F2
transaction RLYB Option (Right to Buy) Award $0 +160,000 $0.000000 160,000 28 Jul 2021 Common Stock 160,000 $13.00 Direct F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Common Units, Series A-1 Preferred Units, Series A-2 Preferred Units and Series B Preferred Units (collectively with the Series A-1 Preferred Units and Series A-2 Preferred Units, the "Preferred Units") reported herein were units of Rallybio Holdings, LLC. The shares of common stock of the Issuer were received on July 28, 2021 pursuant to the Plan of Liquidation and Dissolution, dated July 28, 2021, among Rallybio Holdings, LLC and its members (the "Plan of Liquidation"). Pursuant to the Plan of Liquidation, the holders of Common Units, on an aggregate basis, received approximately 7.38 shares of common stock of the Issuer for each Common Unit and approximately 6.37 shares of common stock of the Issuer for each Preferred Unit. Rallybio Holdings, LLC was subsequently dissolved. The Common Units and Preferred Units had no expiration date prior to the liquidation.
F2 Shares of common stock are held in a Roth IRA.
F3 Shares of common stock are held in a revocable trust for which Mr. Fryer is the grantor.
F4 Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares.
F5 Shares of common stock are held in an irrevocable trust for the benefit of one of Mr. Fryer's children. Mr. Fryer disclaims beneficial ownership of such shares.
F6 The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.01 to $9.00, inclusive. The reporting person undertakes to provide to Rallybio Corporation, any security holder of Rallybio Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (6) and (7) to this Form 4.
F7 The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.01 to $10.00, inclusive.
F8 The option vests as to 25% of the underlying shares of Common Stock on July 28, 2022 and as to the remaining 75% of the underlying shares of Common Stock in 36 equal monthly installments thereafter.

Remarks:

Chief Financial Officer & Treasurer