05/06/2026 | Press release | Distributed by Public on 05/06/2026 19:33
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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ADAR1 Capital Management, LLC 3503 WILD CHERRY DRIVE, BUILDING 9 AUSTIN, TX 78738 |
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Schneeberger Daniel 3503 WILD CHERRY DRIVE, BUILDING 9 AUSTIN, TX 78738 |
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| ADAR1 Capital Management, LLC By: Daniel Schneeberger, Manager | 05/06/2026 | |
| **Signature of Reporting Person | Date | |
| /s/ Daniel Schneeberger | 05/06/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.8611 to $14.0000, inclusive. Each Reporting Person undertakes to provide to Rallybio Corporation, any security holder of Rallybio Corporation or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| (2) | The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.8600 to $14.0000, inclusive. Each Reporting Person undertakes to provide to Rallybio Corporation, any security holder of Rallybio Corporation or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| (3) | The reported price is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.9100 to $14.0000, inclusive. Each Reporting Person undertakes to provide to Rallybio Corporation, any security holder of Rallybio Corporation or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| (4) | The reported securities are owned directly by private investment funds managed by ADAR1 Capital Management, LLC and separately managed accounts of ADAR1 Capital Management, LLC, and may be deemed to be indirectly beneficially owned by (i) ADAR1 Capital Management, LLC and (ii) Daniel Schneeberger, the sole manager of ADAR1 Capital Management, LLC. |
| (5) | For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. |