4/A//SEC Filing
RAKIN KEVIN 4/A
Accession 0001104659-25-123182
CIK 0001708527other
Filed
Dec 18, 7:00 PM ET
Accepted
Dec 19, 4:21 PM ET
Size
24.9 KB
Accession
0001104659-25-123182
Insider Transaction Report
Form 4/AAmended
ELUTIA INC.ELUT
RAKIN KEVIN
Director10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
HighCape Partners GP, LLC
10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
HighCape Partners GP, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
HIGHCAPE PARTNERS, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
HighCape Partners GP II, LLC
10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
HighCape Partners GP II, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
HIGHCAPE PARTNERS QP, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
HighCape Partners QP II, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
Transactions
- Other
Class A Common Stock
2025-12-11−4,505,941→ 4,978,978 total(indirect: See footnotes)
Holdings
- 126,120
Class A Common Stock
Footnotes (5)
- [F1]On December 11, 2025, HighCape Partners, L.P, HighCape Partners QP, L.P., HighCape Co-Investment Vehicle I, LLC and HighCape Co-Investment Vehicle II, LLC distributed all of their shares of the Issuer's Class A Common Stock to their partners and members pro rata according to such partners' and members' interests without payment of consideration by such partners and members. Mr. Rakin, chairman of the Issuer's board of directors, received 126,120 shares pursuant to such distribution and his irrevocable trusts received 181,612 shares. The distribution of such shares resulted in a change in the form of Mr. Rakin's beneficial ownership only and consequently such shares are not included in the amount distributed in column 4.
- [F2]Includes: (i) 4,562,431 shares of Common Stock held of record by HighCape Partners QP II, L.P.; (ii) 144,128 shares owned by other HighCape entities over whom Mr. Rakin may be deemed to exercise beneficial ownership in his capacity as managing member of the general partner of such entity or as managing member of the general partner of the general partner of such entity; and (iii) 272,419 shares owned by Mr. Rakin's irrevocable trusts.
- [F3]Mr. Rakin is a managing member of HighCape Partners GP, LLC, which is the general partner ("GP") of HighCape Partners GP, L.P., which is the GP of each of HighCape Partners, L.P. and HighCape Partners QP, L.P. Mr. Rakin is the managing member of HighCape Partners GP II, LLC, which is the GP of HighCape Partners GP II, L.P., which is the GP of HighCape Partners QP II, L.P. and another HighCape entity that owns shares of record. HighCape Partners GP, L.P. manages each of HighCape Co-Investment Vehicle I, LLC and HighCape Co-Investment Vehicle II, LLC. In addition, Mr. Rakin is a managing member of the GP of another HighCape entity that owns shares of record.
- [F4]Mr. Rakin, HighCape Partners GP, LLC and HighCape Partners GP, L.P. may have been deemed to beneficially own the securities distributed by HighCape Partners, L.P., HighCape Partners QP, L.P., HighCape Co-Investment Vehicle I, LLC and HighCape Co-Investment Vehicle II, LLC. Mr. Rakin, HighCape Partners GP II, LLC and HighCape Partners GP II, L.P. may be deemed to beneficially own the securities held by HighCape Partners QP II, L.P. and the other entity for which HighCape Partners GP II, L.P. serves as GP. Finally, Mr. Rakin may be deemed to beneficially own the securities held by another HighCape entity by virtue of his serving as managing member of such entity's GP. Mr. Rakin disclaims beneficial ownership of the securities held by the other persons referred to herein except to the extent of his pecuniary interest therein, if any.
- [F5]This amendment is filed solely to add HighCape Partners GP, LLC, HighCape Partners GP, L.P., HighCape Partners, L.P., HighCape Partners QP, L.P., HighCape Partners GP II, LLC, HighCape Partners GP II, L.P., HighCape Partners QP II, L.P., HighCape Co-Investment Vehicle I, LLC and HighCape Co-Investment Vehicle II, LLC as filers to the Form 4 originally filed by Mr. Rakin on December 15, 2025 and amended on December 17, 2025. This filing is otherwise identical in substantive content to the amended Form 4 filed by Mr. Rakin on December 17, 2025.
Documents
Issuer
ELUTIA INC.
CIK 0001708527
Entity typeother
Related Parties
1- filerCIK 0001184421
Filing Metadata
- Form type
- 4/A
- Filed
- Dec 18, 7:00 PM ET
- Accepted
- Dec 19, 4:21 PM ET
- Size
- 24.9 KB