Insider Sale: Rubric Capital, David Rosen Reduce COLL Position by 25,000 Shares

Rhea-AI Filing Summary

Rubric Capital Management LP and David Rosen reported the sale of 25,000 shares of Collegium Pharmaceutical, Inc. (COLL) on 08/13/2025 at a weighted average price of $37.85 per share, with transaction prices ranging from $37.71 to $38.10. After the sale, the Reporting Persons collectively beneficially own 3,132,743 shares indirectly through funds/accounts managed by Rubric Capital.

The Form 4 clarifies Rubric Capital is the investment adviser to the reporting vehicles and Mr. Rosen is the managing member of the general partner; the filing disclaims beneficial ownership except to the extent of any pecuniary interest. The Reporting Persons offer to provide detailed per-price sale breakdowns to the issuer or SEC staff upon request.

Positive

• Complete and transparent disclosure of the sale including weighted average price and price range
• Large remaining indirect stake of 3,132,743 shares indicates continued substantial ownership

Negative

• Insider-affiliated sale of 25,000 shares on 08/13/2025, which may be viewed negatively by some investors

Insights

Securities Analyst

TL;DR: Director-affiliated adviser sold a small portion of a large indirect stake; overall ownership remains substantial and disclosure is complete.

The 25,000-share disposition represents a modest reduction relative to the 3.13 million shares reported as beneficially owned, suggesting the sale is not a material change to ownership structure. The filing is properly executed by both Rubric Capital and David Rosen and includes the weighted average price and price range, which supports transparency for investors and regulators. The offer to provide per-price details on request aligns with best practices for disclosure. No derivatives or additional transactions are reported.

Corporate Governance Expert

TL;DR: Transaction disclosed correctly under Section 16; maintains regulatory compliance while signaling routine portfolio activity.

The Form 4 attributes the shares to Rubric Vehicles with indirect ownership through the adviser and general partner structure, and includes the customary disclaimer of beneficial ownership limits. The sale was executed in multiple tranches across a narrow price band, which is documented as a weighted average. From a governance perspective, the dual signatures and explicit explanation reduce ambiguity about control and reporting responsibility. The filing contains no indication of policy-driven plan sales or derivates activity.

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

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X

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^*

Rubric Capital Management LP

(Last) (First) (Middle)

155 EAST 44TH ST, SUITE 1630

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COLLEGIUM PHARMACEUTICAL, INC [ COLL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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
Common Stock, par value $0.001 per share	08/13/2025		S		25,000	D	$37.85(3)	3,132,743	I	See footnotes(1)(2)

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

1. Name and Address of Reporting Person^*

Rubric Capital Management LP

(Last) (First) (Middle)

155 EAST 44TH ST, SUITE 1630

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Rosen David Efraim

(Last) (First) (Middle)

155 EAST 44TH ST., SUITE 1630

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. This Form 4 is filed by Rubric Capital Management LP ("Rubric Capital") and Mr. David Rosen, with respect to the securities held by certain funds and/or accounts (collectively, the "Rubric Vehicles"). Rubric Capital serves as the investment adviser to the Rubric Vehicles. Mr. David Rosen serves as the Managing Member of Rubric Capital Management GP, LLC, the general partner of Rubric Capital.

2. The filing of this statement shall not be deemed an admission that any Reporting Person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.71 to $38.10, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, 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 range set forth herein.

	Rubric Capital Management LP, By: /s/ Michael Nachmani, its Chief Operating Officer	08/15/2025
	/s/ David Rosen	08/15/2025
	** 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.
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FAQ

What did the Form 4 filed for COLL disclose?

The filing discloses a sale of 25,000 shares on 08/13/2025 at a weighted average price of $37.85, with prices ranging $37.71–$38.10.

Who filed the Form 4 for COLL and what is their relationship to the company?

The Form 4 was filed by Rubric Capital Management LP and David Rosen; Rubric is the investment adviser to the reported funds and Mr. Rosen is the managing member of the general partner.

How many COLL shares are beneficially owned after the reported transaction?

After the sale, the Reporting Persons beneficially own 3,132,743 shares indirectly through the Rubric Vehicles.

Were any derivative transactions reported in this filing for COLL?

No. Table II shows no derivative securities acquired, disposed of, or beneficially owned in this filing.

Is the price in the Form 4 a single trade price?

No. The price of $37.85 is a weighted average; the shares were sold in multiple transactions at prices from $37.71 to $38.10.