ENRIGHT PATRICK G 4

What Happened
Longitude Capital Partners II, LLC — reported as a 10% owner of Rapid Micro Biosystems (RPID) — exercised warrants to acquire 629,032 Class A shares on Jan 23, 2026 (cashless exercise, $0.05 per share reported, total cash cost ~$31,452). As part of the exercise the issuer withheld 7,739 shares to cover the exercise cost. Longitude then disposed of a total 108,739 shares (7,739 withheld + three open‑market sales of 46,000; 27,500; and 27,500 shares) between Jan 23 and Feb 3, 2026, generating roughly $473,858 in value from those dispositions.

Key Details

• Primary dates and prices:
  • 2026-01-23: Exercised warrants for 629,032 shares @ $0.05 (cash cost reported ~$31,452).
  • 2026-01-23: 7,739 shares withheld to pay exercise cost (valued at $4.06 each; $31,451).
  • 2026-01-30: Sold 46,000 shares @ $4.54 ($209,001).
  • 2026-02-02: Sold 27,500 shares @ $4.25 ($116,765).
  • 2026-02-03: Sold 27,500 shares @ $4.24 ($116,641).
  • The filing also reports disposition of two derivative instruments (500,000 and 129,032 warrants) on 2026-01-23 — these correspond to the warrants that were exercised and thus ceased to exist.
• Net effect from these transactions: acquired 629,032 shares and disposed 108,739 shares → net increase of 520,293 shares on a gross basis.
• Institutional status / ownership: Longitude Capital Partners II, LLC is a 10% owner (institutional investor). Managing members disclaim beneficial ownership beyond pecuniary interest (see footnotes).
• Cashless exercise: exercise was conducted on a cashless basis, with shares withheld to satisfy exercise payment — a common settlement method and not an open‑market sale for that portion.
• Filing timeliness: the transactions occurred 2026-01-23 and the Form 4 was filed 2026-02-03 (filed well beyond the typical 2 business‑day reporting window for Section 16 filers), which may be noted as a late filing.

Context
This activity is by a large institutional holder (10% owner), not an executive. The main action was exercising warrants and converting them into stock (derivative instruments cancelled on exercise), followed by partial disposition of shares via withholding and open‑market sales. Purchases (exercises) increase the holder’s stake; subsequent sales reduced some of the newly acquired shares but left a net increase. The cashless exercise and withholding are routine settlement actions and are explicitly described in the filing footnotes.