RA Capital Healthcare Fund LP's Form 4 filing
PepGen Inc. (PEPG) · filed May 12, 2022
- Accession no.
- 0001104659-22-059645
- Filed
- May 12, 2022, 7:06 PM ET
- Trade date
- May 10, 2022
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 5 non-derivative transactions and 5 derivative transactions. Open-market purchases total $38.8M. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| RA Capital Healthcare Fund LPCIK 0001315082 | Director, 10% Owner |
| Ra Capital Management, L.P.CIK 0001346824 | Director, 10% Owner |
| Kolchinsky PeterCIK 0001384859 | Director, 10% Owner |
| Shah Rajeev M.CIK 0001619841 | Director, 10% Owner |
| RA Capital Nexus Fund II, L.P.CIK 0001825376 | Director, 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 10, 2022 | Common Stock | CConversionAcquired | +3,642,229 | –F1 | – | 3,642,229 | Indirect | |
| May 10, 2022 | Common Stock | PPurchaseAcquired | +2,979,451 | $12.00 | +$35,753,412 | 6,621,680 | Indirect | |
| May 10, 2022 | Common Stock | CConversionAcquired | +1,052,851 | –F1 | – | 1,052,851 | Indirect | |
| May 10, 2022 | Common Stock | PPurchaseAcquired | +249,749 | $12.00 | +$2,996,988 | 1,302,600 | Indirect | |
| May 10, 2022 | Common Stock | CConversionAcquired | +207,672 | –F1 | – | 207,672 | Indirect |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 10, 2022 | Common Stock | CConversionDisposed | −2,160,846 | $0.00 | $0 | 0 | Indirect | |
| May 10, 2022 | Common Stock | CConversionDisposed | −417,973 | $0.00 | $0 | 0 | Indirect | |
| May 10, 2022 | Common Stock | CConversionDisposed | −207,672 | $0.00 | $0 | 0 | Indirect | |
| May 10, 2022 | Common Stock | CConversionDisposed | −1,481,383 | $0.00 | $0 | 0 | Indirect | |
| May 10, 2022 | Common Stock | CConversionDisposed | −634,878 | $0.00 | $0 | 0 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On May 6, 2022, each share of Series A-2 Preferred Stock and Series B Preferred Stock (collectively, the "Preferred Stock") converted into shares of the Issuer's common stock at a ratio of 1.018-for-1 without payment of further consideration upon closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.
Referenced by the price of 3 transactions in Table I.
Remarks
Dr. Joshua Resnick, a Managing Director of the Adviser, serves on the Issuer's board of directors.