RA CAPITAL MANAGEMENT, L.P. - 25 Jun 2025 Form 4 Insider Report for ARS Pharmaceuticals, Inc. (SPRY)

Role
Director, 10%+ Owner
Signature
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.
Issuer symbol
SPRY
Transactions as of
25 Jun 2025
Net transactions value
$0
Form type
4
Filing time
27 Jun 2025, 17:21:48 UTC
Previous filing
26 Jun 2025
Next filing
30 Jun 2025
SEC
View on sec.gov

Reporting Owners (5)

Name Relationship Address Signature Signature date CIK
RA CAPITAL MANAGEMENT, L.P. Director, 10%+ Owner 200 BERKELEY STREET, 18TH FLOOR, BOSTON /s/ Peter Kolchinsky, Manager of RA Capital Management, L.P. 27 Jun 2025 0001346824
RA Capital Healthcare Fund LP Director, 10%+ Owner 200 BERKELEY STREET, 18TH FLOOR, BOSTON /s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC, the General Partner of RA Capital Healthcare Fund, L.P. 27 Jun 2025 0001315082
RA Capital Nexus Fund II, L.P. Director 200 BERKELEY STREET, 18TH FLOOR, BOSTON /s/ Peter Kolchinsky, Manager of RA Capital Nexus Fund II GP, LLC, the General Partner of RA Capital Nexus Fund II, L.P. 27 Jun 2025 0001825376
Kolchinsky Peter Director, 10%+ Owner C/O RA CAPITAL MANAGEMENT, L.P., 200 BERKELEY STREET, 18TH FLOOR, BOSTON /s/ Peter Kolchinsky, individually 27 Jun 2025 0001384859
Shah Rajeev M. Director, 10%+ Owner C/O RA CAPITAL MANAGEMENT, L.P., 200 BERKELEY STREET, 18TH FLOOR, BOSTON /s/ Rajeev Shah, individually 27 Jun 2025 0001619841

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 SPRY Stock Option (Right to Buy) Award $0 +30,000 $0.000000 30,000 25 Jun 2025 Common Stock 30,000 $17.26 See Footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares subject to the option will vest in full on the earlier of June 25, 2026 or the date of the Issuer's 2026 annual meeting of stockholders, which date has not been set by the Issuer's board of directors, subject to Dr. Peter Kolchinsky's continuous service to the Issuer through the applicable vesting date.
F2 RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). 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, the Nexus Fund II, 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 Dr. Kolchinsky is a Managing Partner of the Adviser who serves on the Issuer's board of directors. Under Dr. Kolchinsky 's arrangement with the Adviser, Dr. Kolchinsky holds the option for the benefit of the Fund and the Nexus Fund II. Dr. Kolchinsky is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund II to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Remarks:

Dr. Peter Kolchinsky, a Managing Partner of the Adviser, serves on the Issuer's board of directors.