Statement of Changes in Beneficial Ownership (4)
September 03 2021 - 4:11PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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COLUMN GROUP II, LP |
2. Issuer Name and Ticker or Trading Symbol
RAPT Therapeutics, Inc.
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RAPT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1 LETTERMAN DRIVE, BUILDING D, SUITE DM-900 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/1/2021 |
(Street)
SAN FRANCISCO, CA 94129
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 9/1/2021 | | S | | 6904 | D | $35.0163 (1) | 27521 | I | See Footnote (2) |
Common Stock | 9/1/2021 | | S | | 8976 | D | $35.3915 (3) | 18545 | I | See Footnote (2) |
Common Stock | 9/1/2021 | | S | | 8805 | D | $35.0575 (4) | 25620 | I | See Footnote (5) |
Common Stock | 9/1/2021 | | S | | 7064 | D | $35.4592 (6) | 18556 | I | See Footnote (5) |
Common Stock | 9/2/2021 | | S | | 18545 | D | $35.4318 (7) | 0 | I | See Footnote (2) |
Common Stock | 9/2/2021 | | S | | 18556 | D | $35.4316 (8) | 0 | I | See Footnote (5) |
Common Stock | | | | | | | | 2568674 | D (9) | |
Common Stock | | | | | | | | 91 | I | See Footnote (10) |
Common Stock | | | | | | | | 1599417 | I | See Footnote (11) |
Common Stock | | | | | | | | 145401 | I | See Footnote (12) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $34.21 to $35.20, inclusive. Peter Svennilson undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (1) to this Form 4. |
(2) | These securities are directly held by Peter Svennilson. |
(3) | The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $35.21 to $35.87, inclusive. Peter Svennilson undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (3) to this Form 4. |
(4) | The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $34.23 to $35.22, inclusive. David Goeddel undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (4) to this Form 4. |
(5) | These securities are directly held by David Goeddel. |
(6) | The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $35.23 to $35.87, inclusive. David Goeddel undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (6) to this Form 4. |
(7) | The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $34.91 to $35.85, inclusive. Peter Svennilson undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (7) to this Form 4. |
(8) | The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $34.94 to $35.85, inclusive. David Goeddel undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the ranges set forth in this footnote (8) to this Form 4. |
(9) | The securities are directly held by The Column Group II, LP ("TCG II LP"). The Column Group II GP, LP ("TCG II GP") is the general partner of TCG II LP and may be deemed to have voting, investment and dispositive power with respect to these securities. The managing partners of TCG II GP are David Goeddel and Peter Svennilson (collectively, the "TCG II GP Managing Partners"). The TCG II GP Managing Partners may be deemed to share voting and investment power with respect to such shares. TCG II GP and each of the TCG II GP Managing Partners disclaim beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares. |
(10) | The securities are directly held The Column Group LLC ("TCG LLC"). The managing members of TCG LLC are the TCG II GP Managing Partners and Tim Kutzkey (collectively, the "Ponoi Managing Partners"). The Ponoi Managing Partners may be deemed to share voting and investment power with respect to such shares. Each of the Ponoi Managing Partners disclaims beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares. |
(11) | The securities are directly held by Ponoi Capital, LP ("Ponoi LP"). Ponoi Management, LLC ("Ponoi LLC") is the general partner of Ponoi LP and may be deemed to have voting, investment and dispositive power with respect to these securities. The managing partners of Ponoi LLC are the Ponoi Managing Partners. The Ponoi Managing Partners may be deemed to share voting and investment power with respect to such shares. Ponoi LLC and the each of the Ponoi Managing Partners disclaims beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares. |
(12) | The securities are directly held by Ponoi Capital II, LP ("Ponoi II LP"). Ponoi II Management, LLC ("Ponoi II LLC") is the general partner of Ponoi II LP and may be deemed to have voting, investment and dispositive power with respect to these securities. The managing partners of Ponoi II LLC are the Ponoi Managing Partners. The Ponoi Managing Partners may be deemed to share voting and investment power with respect to such shares. Ponoi II LLC and the each of the Ponoi Managing Partners disclaims beneficial ownership of these shares, except to the extent of their respective pecuniary interest in such shares. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
COLUMN GROUP II, LP 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Column Group II GP, LP 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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PONOI CAPITAL, LP 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Ponoi Management, LLC 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Ponoi Capital II, LP 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Ponoi II Management, LLC 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Kutzkey Tim 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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GOEDDEL DAVID V 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Svennilson Peter 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Column Group LLC 1 LETTERMAN DRIVE BUILDING D, SUITE DM-900 SAN FRANCISCO, CA 94129 |
| X |
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Signatures
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/s/ James Evangelista, as Attorney-in-fact for David Goeddel | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for Peter Svennilson | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for Tim Kutzkey | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for Ponoi Capital II LP | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for Ponoi II Management LLC | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for Ponoi Capital LP | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for Ponoi Management LLC | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for The Column Group II LP | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for The Column Group II GP LP | | 9/3/2021 |
**Signature of Reporting Person | Date |
/s/ James Evangelista, as Attorney-in-fact for The Column Group LLC | | 9/3/2021 |
**Signature of Reporting Person | Date |
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