Home/Filings/4/0000950170-24-139754

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GOEDDEL DAVID V 4

Accession 0000950170-24-139754

CIK 0001673772other

View on SEC.gov Company Profile

Filed

Dec 22, 7:00 PM ET

Accepted

Dec 23, 5:57 PM ET

Size

33.9 KB

Accession

0000950170-24-139754

Insider Transaction Report

Form 4

Period: 2024-12-23

RAPT Therapeutics, Inc.RAPT

PONOI CAPITAL, LP

10% Owner

Transactions

Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)

Holdings

Common Stock
(indirect: See footnote)
163
Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
145,401

Ponoi Capital II, LP

10% Owner

Transactions

Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)
Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)

Holdings

Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
163
Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
145,401

Ponoi II Management, LLC

10% OwnerOther

Transactions

Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)

Holdings

Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
145,401
Common Stock
(indirect: See footnote)
163

GOEDDEL DAVID V

Director10% Owner

Transactions

Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)
Other
Common Stock
2024-12-23−1,352,008→ 50,000 total

Holdings

Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
163
Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
145,401

Svennilson Peter

10% OwnerOther

Transactions

Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)

Holdings

Common Stock
(indirect: See footnote)
145,401
Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
163

COLUMN GROUP II, LP

10% Owner

Transactions

Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)

Holdings

Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
145,401
Common Stock
(indirect: See footnote)
163
Common Stock
(indirect: See footnote)
1,236,261

Column Group II GP, LP

10% OwnerOther

Transactions

Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)
Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)

Holdings

Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
163
Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
145,401

Ponoi Management, LLC

10% OwnerOther

Transactions

Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)
Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)

Holdings

Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
145,401
Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
163

Kutzkey Tim

10% OwnerOther

Transactions

Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)

Holdings

Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
163
Common Stock
(indirect: See footnote)
145,401

Column Group LLC

10% Owner

Transactions

Other
Common Stock
2024-12-23−1,352,008→ 50,000 total
Other
Warrant (right to purchase)
2024-12-23+1,599,417→ 1,599,417 total(indirect: See footnote)
Exercise: $0.00→ Common Stock (1,599,417 underlying)
Other
Common Stock
2024-12-23−1,599,417→ 0 total(indirect: See footnote)
Other
Warrant (right to purchase)
2024-12-23+1,352,008→ 1,352,008 total
Exercise: $0.00→ Common Stock (1,352,008 underlying)

Holdings

Common Stock
(indirect: See footnote)
163
Common Stock
(indirect: See footnote)
1,236,261
Common Stock
(indirect: See footnote)
42,189
Common Stock
(indirect: See footnote)
145,401

Footnotes (8)

[F1]On December 23, 2024, The Column Group II, LP ("TCG II LP") and Ponoi Capital, LP ("Ponoi LP") entered into an exchange agreement with the Issuer pursuant to which TCG II LP and Ponoi LP exchanged, for no additional consideration, 1,352,008 and 1,599,417 shares of the Issuer's Common Stock, respectively, for a pre-funded warrant to purchase 1,352,008 and 1,599,417 shares of Common Stock, respectively (the "Pre-Funded Warrants"). The Pre-Funded Warrants were issued on December 23, 2024 and have an exercise price of $0.0001 per share.
[F2]The securities are directly held by 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.
[F3]The securities are directly held by 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 David Goeddel, Peter Svennilson 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. 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.
[F4]The securities are directly held by The Column Group IV, LP ("TCG IV LP"). The Column Group IV GP, LP ("TCG IV GP LP") is the general partner of TCG IV LP and may be deemed to have voting and investment power with respect to these securities. TCG IV GP LLC ("TCG IV LLC") is the general partner of TCG IV GP LP and the ultimate general partner of TCG IV LP and may be deemed to have voting and investment power with respect to these securities. The managing members of TCG IV LLC are David Goeddel, Peter Svennilson and Tim Kutzkey (collectively, the "TCG IV Managing Members"). The TCG IV Managing Members may be deemed to share voting and investment power with respect to such securities. TCG IV GP LP, TCG IV LLC and each of the TCG IV Managing Members disclaim beneficial ownership of these securities, except to the extent of their respective pecuniary interest in such securities.
[F5]The securities are directly held by The Column Group IV-A, LP ("TCG IV-A LP"). TCG IV GP LP is the general partner of TCG IV-A LP and may be deemed to have voting and investment power with respect to these securities. TCG IV LLC is the general partner of TCG IV GP LP and the ultimate general partner of TCG IV-A LP and may be deemed to have voting and investment power with respect to these securities. The managing members of TCG IV LLC are the TCG IV Managing Members. The TCG IV Managing Members may be deemed to share voting and investment power with respect to such securities. TCG IV GP LP, TCG IV LLC and each of the TCG IV Managing Members disclaim beneficial ownership of these securities, except to the extent of their respective pecuniary interest in such securities.
[F6]The securities are directly held The Column Group LLC ("TCG LLC"). The managing members of TCG LLC are 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.
[F7]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.
[F8]The Pre-Funded Warrant has no expiration date and is exercisable at any time after the date of issuance. Notwithstanding the foregoing, a holder of the Pre-Funded Warrant may not exercise the Pre-Funded Warrant if the holder, together with other persons whose beneficial ownership is aggregated for purposes of Section 13 or Section 16 under the Securities Exchange Act of 1934, as amended, would beneficially own more than 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise.

Documents

1 file

4
ownership.xmlPrimary
4

Issuer

RAPT Therapeutics, Inc.

CIK 0001673772

→

Entity typeother

Related Parties

filerCIK 0001182464

Filing Metadata

Form type: 4
Filed: Dec 22, 7:00 PM ET
Accepted: Dec 23, 5:57 PM ET
Size: 33.9 KB

View on SEC.gov