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Acumen (NASDAQ: ABOS) director equity grant tied to RA Capital funds

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Acumen Pharmaceuticals reported an equity compensation grant linked to director Dr. Laura Stoppel, as reflected on this Form 4 by RA Capital entities and related reporting persons. Dr. Stoppel received a restricted stock unit award covering 35,500 shares of common stock and a stock option for 53,250 shares with a $2.29 exercise price.

The RSUs and option will each vest in full on the earlier of the first anniversary of the grant date or the 2027 annual stockholder meeting, assuming Dr. Stoppel continues in service through that date. Under her arrangement with RA Capital Management, L.P., she holds these awards for the benefit of RA Capital Healthcare Fund, RA Capital Nexus Fund II and a separately managed account, and must deliver any net stock or cash received to the adviser to offset advisory fees. The reporting persons disclaim beneficial ownership of these awards and the underlying common stock beyond any pecuniary interest.

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Insider RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, RA Capital Nexus Fund II, L.P., Kolchinsky Peter, Shah Rajeev M.
Role null | null | null | null | null
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 53,250 $0.00 --
Grant/Award Common Stock 35,500 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 53,250 shares (Indirect, See Footnotes); Common Stock — 48,300 shares (Indirect, See footnotes)
Footnotes (1)
  1. Represents a restricted stock unit ("RSU") award to Laura Stoppel. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The RSUs will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") and a separately managed account (the "Account"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. Each of the Adviser, the Adviser GP, the Fund, the Nexus Fund II, Dr. Kolchinsky, and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein. Under Dr. Stoppel's arrangement with the Adviser, Dr. Stoppel holds the RSUs and the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Stoppel is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the RSUs, the option and the underlying common stock. Held directly by the Fund. Held directly by the Nexus Fund II. Held directly by the Account. Represents the award of an option to Dr. Stoppel. The shares subject to the option will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date.
RSU award size 35,500 shares Restricted stock units granted to Dr. Stoppel
Option shares 53,250 shares Stock option granted to Dr. Stoppel
Option exercise price $2.29 per share Conversion or exercise price for option
Option expiration June 3, 2036 Expiration date of stock option
RSU-related holdings after grant 48,300 shares Total shares following RSU transaction entry
Fund holding example 588,850 shares Indirect common stock holding with footnote-held entity
Fund holding example 1,300,034 shares Indirect common stock holding with footnote-held entity
Fund holding example 19,103,785 shares Indirect common stock holding with footnote-held entity
restricted stock unit ("RSU") financial
"Represents a restricted stock unit ("RSU") award to Laura Stoppel."
investment manager financial
"RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P."
separately managed account financial
"RA Capital Management, L.P. is the investment manager for the Fund, the Nexus Fund II and a separately managed account (the "Account")."
A separately managed account (SMA) is a personalized investment portfolio owned by a single investor and run by a professional manager who buys and sells securities on that investor’s behalf. It matters to investors because an SMA offers tailored asset selection, tax handling, and transparency—like hiring a personal chef who prepares meals to your dietary needs rather than sharing a set menu—so you can align holdings with your goals and see exactly what you own.
pecuniary interest financial
"Each of the Adviser, the Adviser GP, the Fund, the Nexus Fund II, Dr. Kolchinsky, and Mr. Shah disclaims beneficial ownership ... except to the extent of its or his respective pecuniary interest therein."
advisory fees financial
"Net cash or stock received upon exercise or settlement will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser."
Advisory fees are payments made to financial advisors or investment managers for guidance, portfolio management, or other services, typically charged as a fixed amount or a percentage of assets under management. They matter because they lower an investor’s net returns—like paying a mechanic to tune a car, you expect better performance, so investors weigh whether the cost is justified by higher returns, better risk control, or convenience.
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
RA CAPITAL MANAGEMENT, L.P.

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Acumen Pharmaceuticals, Inc. [ ABOS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/03/2026A35,500(1)A$048,300ISee footnotes(2)(3)
Common Stock19,103,785ISee footnotes(2)(4)
Common Stock1,300,034ISee footnotes(2)(5)
Common Stock588,850ISee footnotes(2)(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$2.2906/03/2026A53,250 (7)06/03/2036Common Stock53,250$053,250ISee Footnotes(2)(3)
1. Name and Address of Reporting Person*
RA CAPITAL MANAGEMENT, L.P.

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
RA Capital Healthcare Fund LP

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
RA Capital Nexus Fund II, L.P.

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Kolchinsky Peter

(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Shah Rajeev M.

(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Represents a restricted stock unit ("RSU") award to Laura Stoppel. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The RSUs will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date.
2. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund II, L.P. (the "Nexus Fund II") and a separately managed account (the "Account"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. Each of the Adviser, the Adviser GP, the Fund, the Nexus Fund II, Dr. Kolchinsky, and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein.
3. Under Dr. Stoppel's arrangement with the Adviser, Dr. Stoppel holds the RSUs and the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Stoppel is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option or settlement of the RSUs, as applicable, which will offset advisory fees owed by the Fund, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the RSUs, the option and the underlying common stock.
4. Held directly by the Fund.
5. Held directly by the Nexus Fund II.
6. Held directly by the Account.
7. Represents the award of an option to Dr. Stoppel. The shares subject to the option will vest in full on the earlier of the first anniversary of the date of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel's continuous service through such vesting date.
Remarks:
Laura Stoppel, a Principal of the Adviser, serves on the Issuer's board of directors.
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.06/05/2026
/s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC, the General Partner of RA Capital Healthcare Fund, L.P.06/05/2026
/s/ Peter Kolchinsky, Manager of RA Capital Nexus Fund II GP, LLC, the General Partner of RA Capital Nexus Fund II, L.P.06/05/2026
/s/ Peter Kolchinsky, individually06/05/2026
/s/ Rajeev Shah, individually06/05/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards were reported for Acumen (ABOS) director Laura Stoppel?

Dr. Laura Stoppel received a 35,500-share restricted stock unit award and a stock option for 53,250 shares of Acumen common stock at a $2.29 exercise price, both reported indirectly through RA Capital-related reporting persons.

How do the RSUs for Acumen (ABOS) reported by RA Capital vest?

The 35,500 restricted stock units vest in full on the earlier of the first anniversary of the grant date or Acumen’s 2027 annual stockholder meeting, provided Dr. Stoppel maintains continuous service through that vesting date under the described arrangement.

What are the key terms of the Acumen (ABOS) stock option granted to Dr. Stoppel?

The option covers 53,250 shares of Acumen common stock at a $2.29 exercise price and will vest in full on the earlier of the first anniversary of grant or the 2027 annual stockholder meeting, subject to Dr. Stoppel’s continuous service, and expires in 2036.

Who ultimately benefits from the Acumen (ABOS) equity awards granted to Dr. Stoppel?

Under her arrangement with RA Capital Management, Dr. Stoppel holds the RSUs and option for the benefit of RA Capital Healthcare Fund, RA Capital Nexus Fund II, and a separately managed account, turning over net stock or cash received to offset advisory fees owed to the adviser.

Do RA Capital entities claim beneficial ownership of the reported Acumen (ABOS) securities?

RA Capital Management, its general partner, RA Capital Healthcare Fund, RA Capital Nexus Fund II, Dr. Peter Kolchinsky, and Mr. Rajeev Shah each disclaim beneficial ownership of the reported securities, including the RSUs, option, and underlying common stock, except to the extent of any pecuniary interest.

Were any open-market buys or sells of Acumen (ABOS) shares reported in this Form 4?

This Form 4 reflects equity awards and indirect holdings, with coded transactions classified as grants or awards. The summarized data show no open-market purchase or sale transactions, only acquisitions through compensation-related awards and existing indirect ownership positions.