ELUTIA INC.·4

Feb 2, 5:01 PM ET

RAKIN KEVIN 4

4 · ELUTIA INC. · Filed Feb 2, 2026

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Elutia (ELUT) 10% Owner Kevin Rakin Buys 70,000 Shares

What Happened Kevin L. Rakin, a 10% owner and managing member of the HighCape entities, purchased 70,000 shares of Elutia Inc. (ELUT) in open-market transactions on January 30, 2026. The reported weighted-average price was $1.06 per share (range $1.05–$1.08), for an aggregate reported cost of approximately $74,200. This was a purchase (transaction code P), not a sale or option exercise.

Key Details

  • Transaction date: 2026-01-30 (filed with the SEC on 2026-02-02; filing appears timely).
  • Price: weighted average $1.06/share; individual trades ranged from $1.05 to $1.08 (see footnote F1 for breakdown upon request).
  • Shares acquired: 70,000 shares; reported aggregate purchase amount ≈ $74,200.
  • Shares owned after transaction: filing discloses beneficial holdings via HighCape entities of 4,562,431 shares held of record by HighCape Partners QP II, L.P. and 144,128 shares held by other HighCape entities (totaling 4,706,559 shares referenced in footnote F2/F4).
  • Joint filing: transaction jointly reported by HighCape Partners GP II, LLC; HighCape Partners GP II, L.P.; HighCape Partners QP II, L.P.; and Kevin L. Rakin (Remarks).
  • Notable footnotes: F1 notes the weighted-average price and multiple trades; F2–F4 explain beneficial ownership through HighCape entities and disclaimers about ownership among reporting/non-reporting persons.

Context Rakin is reported as a 10% owner via control positions in HighCape entities; this is insider/institutional buying rather than routine employee equity activity. Purchases by insiders can be of interest to investors, but filings are factual records and do not state the purchaser’s motives.

Insider Transaction Report

Form 4
Period: 2026-01-30
RAKIN KEVIN
Director10% Owner
Transactions
  • Purchase

    Class A Common Stock

    [F1]
    2026-01-30$1.06/sh+70,000$74,200196,120 total
Holdings
  • Class A Common Stock

    (indirect: By Trust)
    322,419
  • Class A Common Stock

    [F2][F3][F4]
    (indirect: See footnotes)
    4,706,559
Footnotes (4)
  • [F1]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.05 to $1.08. The reporting person undertakes to provide Elutia Inc. ( the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
  • [F2]Includes: (i) 4,562,431 shares of Class A Common Stock held of record by HighCape Partners QP II, L.P.; and (ii) 144,128 shares owned by other HighCape entities that are not reporting persons hereunder, but 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.
  • [F3]Mr. Rakin is the managing member of HighCape Partners GP II, LLC, which is the general partner of HighCape Partners GP II, L.P., which is the general partner of HighCape Partners QP II, L.P. and another HighCape entity that owns shares of record but is not a reporting person hereunder. In addition, Mr. Rakin is a managing member of the general partner of another HighCape entity that owns shares of record but is not a reporting person hereunder.
  • [F4]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 general partner. Additionally, 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 general partner. Each of the reporting persons disclaims beneficial ownership of the securities held by the other reporting persons and the non-reporting persons referred to herein except to the extent of each reporting person's pecuniary interest therein, if any.

Documents

1 file
  • 4
    form4-02022026_100233.xmlPrimary