Bicara Therapeutics (BCAX) director receives 19,475-share option tied to RA Capital

Rhea-AI Filing Summary

Bicara Therapeutics Inc. reported a Form 4 showing a compensation-related stock option grant tied to entities associated with RA Capital. A stock option for 19,475 shares of Common Stock was granted to director Jake Simson at an exercise price of $20.56 per share, expiring on June 9, 2036. The option vests upon the earlier of June 9, 2027 or the next annual stockholders’ meeting, subject to his continued service. Under Dr. Simson’s arrangement, any net cash or stock from exercising the option is turned over to RA Capital Healthcare Fund LP and RA Capital Nexus Fund III LP to offset advisory fees. The reporting persons, including RA Capital Management, L.P. and its principals, disclaim beneficial ownership except for any pecuniary interest.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, RA Capital Nexus Fund III, L.P., Kolchinsky Peter, Shah Rajeev M.

Role Director, 10% Owner | Director | Director | Director, 10% Owner | Director, 10% Owner

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	19,475	$0.00	$0.00

Holdings After Transaction: Stock Option (Right to Buy) — 19,475 shares (Indirect, See Footnotes)

Footnotes (3)

1. F1. Represents the grant of a stock option to Jake Simson pursuant to the Issuer's Non-Employee Director Compensation Policy. The shares underlying this option shall vest upon the earlier of (i) June 9, 2027, and (ii) the date of the next Annual Meeting of Stockholders of the Issuer, subject to Dr. Simson's continued service on such vesting date.
2. F2. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund III, L.P. (the "Nexus Fund III"). 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 III, 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. F3. Under Dr. Simson's arrangement with the Adviser, Dr. Simson holds the option for the benefit of the Fund and the Nexus Fund III. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund III to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Key Figures

Option size: 19,475 shares Exercise price: $20.56 per share Expiration date: June 9, 2036 +2 more

5 metrics

Option size 19,475 shares Stock Option (Right to Buy) granted to director

Exercise price $20.56 per share Conversion/exercise price of stock option

Expiration date June 9, 2036 Option expiration

Vesting date trigger June 9, 2027 Latest vesting date; earlier if next annual meeting occurs first

Total options after grant 19,475 derivative securities Total stock options reported following transaction

Key Terms

Non-Employee Director Compensation Policy, pecuniary interest, beneficial ownership, advisory fees, +1 more

5 terms

Non-Employee Director Compensation Policy financial

"Represents the grant of a stock option to Jake Simson pursuant to the Issuer's Non-Employee Director Compensation Policy."

pecuniary interest financial

"disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein."

beneficial ownership financial

"disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

advisory fees financial

"net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund III 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.

Stock Option (Right to Buy financial

"security_title: "Stock Option (Right to Buy)""

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/10/2026 - 04:43 PM Accepted by SEC EDGAR 06/10/2026 - 04:43 PM Learn about SEC filing dates

FAQ

What insider transaction did Bicara Therapeutics (BCAX) report in this Form 4?

Bicara Therapeutics reported a stock option grant for 19,475 shares of Common Stock to director Jake Simson. The option is a compensation award under the company’s Non-Employee Director Compensation Policy and is tied to RA Capital-affiliated investment funds.

What are the key terms of the BCAX stock option granted to Jake Simson?

The option covers 19,475 shares of Bicara Therapeutics Common Stock at a $20.56 exercise price and expires June 9, 2036. It vests on the earlier of June 9, 2027, or the next annual stockholders’ meeting, contingent on Dr. Simson’s continued board service.

How is RA Capital involved in this Bicara Therapeutics (BCAX) option grant?

RA Capital Management, L.P. is investment manager for RA Capital Healthcare Fund LP and RA Capital Nexus Fund III, L.P. Under Dr. Simson’s arrangement, any net proceeds from exercising the option are turned over to the Adviser for the benefit of these funds.

Do RA Capital-related reporting persons claim full beneficial ownership of the BCAX option?

No. RA Capital Management, its general partner, the related funds, and principals Peter Kolchinsky and Rajeev Shah each disclaim beneficial ownership of the option and underlying shares, except to the extent of any pecuniary interest they may have in the securities.

How does the Bicara Therapeutics (BCAX) option grant affect advisory fees to RA Capital?

Any net cash or stock that Jake Simson receives upon exercising the option must be turned over to RA Capital Management. These amounts offset advisory fees owed by RA Capital Healthcare Fund LP and RA Capital Nexus Fund III, L.P. to the Adviser.

SEC Form 4

FORM 4

UNITED 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
Bicara Therapeutics Inc. [ BCAX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form 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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$20.56	06/09/2026		A		19,475		(1)	06/09/2036	Common Stock	19,475	$0	19,475	I	See 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

X	Director	X	10% 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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

RA Capital Nexus Fund III, 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

X	Director		10% 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

X	Director	X	10% 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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Represents the grant of a stock option to Jake Simson pursuant to the Issuer's Non-Employee Director Compensation Policy. The shares underlying this option shall vest upon the earlier of (i) June 9, 2027, and (ii) the date of the next Annual Meeting of Stockholders of the Issuer, subject to Dr. Simson's continued service on such vesting date.

2. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund") and RA Capital Nexus Fund III, L.P. (the "Nexus Fund III"). 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 III, 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. Simson's arrangement with the Adviser, Dr. Simson holds the option for the benefit of the Fund and the Nexus Fund III. Dr. Simson is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund and the Nexus Fund III to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Remarks:

Jake Simson, a Partner of the Adviser, serves on the Issuer's board of directors.

	/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.	06/10/2026
	/s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC, the General Partner of RA Capital Healthcare Fund, L.P.	06/10/2026
	/s/ Peter Kolchinsky, Manager of RA Capital Nexus Fund III GP, LLC, the General Partner of RA Capital Nexus Fund III, L.P.	06/10/2026
	/s/ Peter Kolchinsky, individually	06/10/2026
	/s/ Rajeev Shah, individually	06/10/2026
	** Signature of Reporting Person	Date
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)