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

Jul 14, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: RAPID MICRO BIOSYSTEMS, INC. (RPID)
CIK: 0001380106
Period of Report: 2021-07-14

Reporting Person: Bain Capital Life Sciences Investors, LLC (10% Owner)
Reporting Person: Bain Capital Life Sciences Partners, LP (10% Owner)
Reporting Person: Bain Capital Life Sciences Fund, L.P. (10% Owner)
Reporting Person: BCIP Life Sciences Associates, LP (10% Owner)
Reporting Person: Schwartz Jeffrey Lawrence (Director, 10% Owner)
Reporting Person: Koppel Adam (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series B1 Preferred Stock	$		Class A Common Stock (6999998)		Indirect
Series C1 Preferred Stock	$		Class A Common Stock (1334562)		Indirect

Footnotes

F1: Each share of the Issuer's Series B1 Preferred Stock and Series C1 Preferred Stock is convertible, at the option of the holder, into 0.2 of a share of the Issuer's Class A Common Stock and will automatically convert immediately prior to the closing of the Issuer's initial public offering. These securities have no expiration date.

F2: Represents 31,750,072 shares of the Issuer's Series B1 Preferred Stock held by Bain Capital Life Sciences Fund, L.P. ("BCLS") and 3,249,929 shares of the Issuer's Series B1 Preferred Stock held by BCIP Life Sciences Associates, LP ("BCIPLS" and, together with BCLS, the "Bain Capital Life Sciences Entities").

F3: Represents 6,053,214 shares of the Issuer's Series C1 Preferred Stock held by BCLS and 619,605 shares of the Issuer's Series C1 Preferred Stock held by BCIPLS.

F4: Bain Capital Life Sciences Partners, LP ("BCLSP") is the general partner of BCLS. As a result, BCLSP may be deemed to share voting and dispositive power with respect to the securities held by BCLS. BCLSP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.

F5: Bain Capital Life Sciences Investors, LLC ("BCLSI"), whose managers are Jeffrey Schwartz and Adam Koppel, is the general partner of BCLSP and governs the investment strategy and decision-making process with respect to investments held by BCIPLS, whose general partner is Boylston Coinvestors, LLC. As a result, each of BCLSI, Mr. Schwartz and Dr. Koppel may be deemed to share voting and dispositive power with respect to the securities held by the Bain Capital Life Sciences Entities. BCLSI, Mr. Schwartz and Dr. Koppel each disclaim beneficial ownership of such securities except to the extent of its or their pecuniary interest therein.

F6: Jeffrey Schwartz is a director of the Issuer.