Statement of Changes in Beneficial Ownership (4)
September 15 2021 - 6:51PM
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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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
*
Manning Linda Shapiro |
2. Issuer Name and Ticker or Trading Symbol
RHYTHM PHARMACEUTICALS, INC.
[
RYTM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Medical Officer |
(Last)
(First)
(Middle)
222 BERKELEY STREET,, 12TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/10/2021 |
(Street)
BOSTON, MA 02116
(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)
_X
_ Form filed by One Reporting Person
___ 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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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 |
Stock Option (Right to Buy) | $12.98 | 9/10/2021 | | A | | 15000 | | (1) | 9/9/2031 | Common Stock | 15000 | $0 | 15000 | D | |
Restricted Stock Units | (2) | 9/10/2021 | | A | | 2500 | | (3) | (3) | Common Stock | 2500 | $0 | 2500 | D | |
Explanation of Responses: |
(1) | The stock options were granted on September 10, 2021. 25% of the shares subject to the option will vest and become exercisable on September 10, 2022 and the remaining 75% of the shares subject to the option shall vest and become exercisable in 12 substantially equal installments upon the Reporting Person's completion of each three full months of successive service to the Issuer thereafter. |
(2) | Each restricted stock unit represents a contingent right to receive one share of Issuer common stock. |
(3) | The restricted stock units vest as to 25% of the total shares on each of September 10, 2022, September 10, 2023, September 10, 2024 and September 10, 2025. The restricted stock units have no expiration date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Manning Linda Shapiro 222 BERKELEY STREET, 12TH FLOOR BOSTON, MA 02116 |
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| Chief Medical Officer |
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Signatures
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/s/ Hunter Smith, attorney-in-fact for Linda Shapiro Manning | | 9/15/2021 |
**Signature of Reporting Person | Date |
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