Ra Capital Management, L.P. - Nov 13, 2024 Form 3 Insider Report for 4D Molecular Therapeutics, Inc. (FDMT)

Role: 10%+ Owner
Signature: /s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Stock symbol: FDMT
Transactions as of: Nov 13, 2024
Transactions value $: $0
Form type: 3
Date filed: 11/25/2024, 04:33 PM
Previous filing: Nov 13, 2024
Next filing: Nov 18, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	FDMT	Common Stock						5.1M	Nov 13, 2024	See footnotes	F1, 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
holding	FDMT	Warrant (Right to Buy)							Nov 13, 2024	Common Stock	3.08M	$0.00	See footnotes	F1, F2, F3
holding	FDMT	Cash-Settled Total Return Swap							Nov 13, 2024	Common Stock	3.64M		See footnotes	F1, F2, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").
F2	RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. Each of the Adviser, the Adviser GP, the Fund, Dr. Kolchinsky and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein.
F3	The Pre-Funded Warrants have no expiration date and are exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Pre-Funded Warrant if it would cause the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 9.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.
F4	Represents a cash-settled total return swap agreement with an unaffiliated third party financial institution, which provides the Fund with economic exposure to an aggregate of 3,637,430 shares of Common Stock. The swap provides the Fund with economic results that are comparable to the economic results of ownership but do not provide the Fund with voting or dispositive power over the shares of Common Stock that are the subject of the swap. The Reporting Persons do not have the right to convert the swap into shares of Common Stock at any time.