PEI MELINDA LITHERLAND 4

What Happened

• Melinda L. Pei, a director of Rapid Micro Biosystems, purchased 12,787 shares of the company's Class A common stock in a registered direct offering on May 29, 2026. The effective purchase price was $1.955 per share, for a cash outlay of roughly $24,999.
• As part of the same transaction she also acquired accompanying Series A and Series B warrants (each covering 12,787 shares or pre-funded warrants in lieu thereof). Those warrants are reported as derivative acquisitions on the Form 4.

Key Details

• Transaction date and price: May 29, 2026 — 12,787 shares at $1.955 per share (total ≈ $24,999). Series A and Series B warrants associated with those shares were also acquired as part of the package.
• Shares owned after transaction: Not specified in the provided filing (not disclosed here).
• Footnotes of note:
  • The package (shares + Series A and B warrants) was purchased in a registered direct offering; the unit price per share + associated warrants was $1.955 (F1).
  • Exercise limitation: the Series A and B warrants contain a 4.99% beneficial ownership cap — they cannot be exercised if exercise would push the holder above 4.99% of outstanding Class A shares (F2).
  • Issuance was approved by the company’s compensation committee under Rule 16b-3 (F1).
• Filing timeliness: Form 4 was filed June 2, 2026 for a May 29, 2026 transaction; this appears to be filed within the standard two-business-day window and is timely.

Context

• This was a direct purchase of stock with accompanying warrants — a straightforward insider acquisition rather than an exercise-and-sell or a gift. The warrants give the right to buy more shares later subject to the 4.99% ownership cap; they were part of the same purchase consideration.
• Purchases by insiders can be interpreted as a vote of confidence but do not guarantee future performance. This filing is factual and does not state any intended use or sale of the warrants or shares.