RAPID MICRO BIOSYSTEMS, INC. — Director's Dealing 2021

Jul 20, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAPID MICRO BIOSYSTEMS, INC. (RPID)
CIK: 0001380106
Period of Report: 2021-07-19

Reporting Person: Longitude Capital Partners II, LLC (10% Owner)
Reporting Person: Longitude Venture Partners II, L.P. (10% Owner)
Reporting Person: Longitude Prime Partners, LLC (10% Owner)
Reporting Person: Longitude Prime Fund, L.P. (10% Owner)
Reporting Person: ENRIGHT PATRICK G (10% Owner)
Reporting Person: Tammenoms Bakker Juliet (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-07-19	Class A Common Stock	C	3344038	$0.00	Acquired	3407952	Indirect
2021-07-19	Class A Common Stock	P	150000	$20.00	Acquired	150000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-07-19	Series A1 Preferred Stock	$	C	8774007	Disposed		Class A Common Stock (1754801)	Indirect
2021-07-19	Series B1 Preferred Stock	$	C	5654529	Disposed		Class A Common Stock (1130904)	Indirect
2021-07-19	Series C1 Preferred Stock	$	C	2291665	Disposed		Class A Common Stock (458333)	Indirect
2021-07-19	Series A1 Warrant	$0.01	C	2500000	Disposed	2027-07-24	Series A1 Preferred Stock (2500000)	Indirect
2021-07-19	Common Stock Warrant	$0.05	C	500000	Acquired	2027-07-24	Class A Common Stock (500000)	Indirect
2021-07-19	Series B1 Warrant	$0.01	C	645160	Disposed	2028-01-17	Series B1 Preferred Stock (645160)	Indirect
2021-07-19	Common Stock Warrant	$0.05	C	129032	Acquired	2028-01-17	Class A Common Stock (129032)	Indirect

Footnotes

F1: The securities are held directly by Longitude Venture Partners II, L.P. ("LVP II"). Longitude Capital Partners II, LLC, ("LCP II"), the general partner of LVP II, may be deemed to have voting and investment power with respect to the shares held by LVP II. Patrick G. Enright and Juliet Tammenoms Bakker are the managing members of LCP II and may be deemed to share voting and investment power over the shares held by LVP II. Each of LCP II, Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interest therein.

F2: The securities are held directly by Longitude Prime Fund, L.P. ("LPF"). Longitude Prime Partners, LLC ("LPP"), the general partner of LPF, may be deemed to have voting and investment power with respect to the shares held by LPF. Mr. Enright and Ms. Tammenoms Bakker are the managing members of LPP and may be deemed to have voting, investment and dispositive power over the shares held by LPF. LPP and each of Mr. Enright and Ms. Tammenoms Bakker disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein.

F3: The Series A1 Preferred Stock, Series B1 Preferred Stock and Series C1 Preferred Stock (collectively, the "Preferred Stock") are convertible at any time, at the holder's election and have no expiration date. Each share of Preferred Stock automatically converted into 0.20 shares of the Issuer's Class A Common Stock upon the closing of the Issuer's initial public offering.

F4: The Issuer's Preferred Stock warrants automatically converted into warrants to purchase Common Stock immediately prior to the closing of the Issuer's initial public offering without payment or further consideration. The transaction is listed solely for the purpose of reporting the change in the shares underlying the warrants.

F5: Immediately exercisable.