RA Capital-linked entities receive 22,100 LENZ (LENZ) options via director grant

Rhea-AI Filing Summary

LENZ Therapeutics reported an option grant tied to RA Capital–affiliated entities. A stock option for 22,100 shares of common stock was awarded with an exercise price of $6.63 per share and an expiration date of June 15, 2036.

All 22,100 option shares vest on the earlier of June 15, 2027 or the next annual stockholder meeting, subject to Dr. Scheiner continuing as an Outside Director under the company’s policy. Under Dr. Scheiner’s arrangement with RA Capital, any net cash or stock from exercising this option is turned over to RA Capital for the benefit of its funds and account, and the reporting persons disclaim beneficial ownership beyond 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 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)	22,100	$0.00	--

Holdings After Transaction: Stock Option (right to buy) — 22,100 shares (Indirect, See footnotes)

Footnotes (1)

1. One hundred percent (100%) of the shares subject to the option shall vest on the earlier to occur of June 15, 2027 or the date of the next annual meeting of stockholders, subject to Dr. Scheiner's continuing to be an Outside Director (as defined in the Issuer's Outside Director Compensation Policy) through such applicable 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of its or his pecuniary interest therein. Under Dr. Scheiner's arrangement with the Adviser, Dr. Scheiner holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Scheiner 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, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Key Figures

Option size: 22,100 shares Exercise price: $6.63 per share Expiration date: June 15, 2036 +2 more

5 metrics

Option size 22,100 shares Stock option grant underlying common stock

Exercise price $6.63 per share Conversion or exercise price of stock option

Expiration date June 15, 2036 Option term end date

Vesting date June 15, 2027 or next annual meeting 100% vesting trigger, subject to continued service

Shares after transaction 22,100 derivative shares Total option shares reported following acquisition

Key Terms

Outside Director, Outside Director Compensation Policy, pecuniary interest, separately managed account, +1 more

5 terms

Outside Director financial

"subject to Dr. Scheiner's continuing to be an Outside Director (as defined in the Issuer's Outside Director Compensation Policy)"

Outside Director Compensation Policy financial

"as defined in the Issuer's Outside Director Compensation Policy) through such applicable date."

pecuniary interest financial

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

separately managed account financial

"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.

advisory fees financial

"which 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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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/15/2026 - 08:22 PM Accepted by SEC EDGAR 06/15/2026 - 08:22 PM Learn about SEC filing dates

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
LENZ Therapeutics, Inc. [ LENZ ]

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)
06/15/2026

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)	$6.63	06/15/2026		A		22,100		(1)	06/15/2036	Common Stock	22,100	$0	22,100	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	X	10% 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

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. One hundred percent (100%) of the shares subject to the option shall vest on the earlier to occur of June 15, 2027 or the date of the next annual meeting of stockholders, subject to Dr. Scheiner's continuing to be an Outside Director (as defined in the Issuer's Outside Director Compensation Policy) through such applicable 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. The Adviser, the Adviser GP, the Fund, the Nexus Fund II, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of its or his pecuniary interest therein.

3. Under Dr. Scheiner's arrangement with the Adviser, Dr. Scheiner holds the option for the benefit of the Fund, the Nexus Fund II and the Account. Dr. Scheiner 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, the Nexus Fund II and the Account to the Adviser. The Reporting Persons therefore disclaim beneficial ownership of the option and underlying common stock.

Remarks:

Dr. Zachary Scheiner, a Principal of RA Capital Management, L.P., serves on the Issuer's board of directors.

	/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.	06/15/2026
	/s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC the General Partner of RA Capital Healthcare Fund, L.P.	06/15/2026
	/s/ Peter Kolchinsky, Manager of RA Capital Nexus Fund II GP, LLC the General Partner of RA Capital Nexus Fund II, L.P.	06/15/2026
	/s/ Peter Kolchinsky, individually	06/15/2026
	/s/ Rajeev Shah, individually	06/15/2026
	** 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)

FAQ

What insider transaction did LENZ (LENZ) report in this Form 4?

LENZ reported the grant of a stock option covering 22,100 shares of common stock. The option is a compensation-related award linked to an Outside Director and associated with RA Capital–managed investment vehicles.

What are the key terms of the LENZ (LENZ) stock option grant?

The option covers 22,100 shares of LENZ common stock at an exercise price of $6.63 per share. It expires on June 15, 2036, providing a long-dated derivative position tied to the director’s ongoing board service.

When do the LENZ (LENZ) option shares granted here vest?

All 22,100 option shares vest 100% on the earlier of June 15, 2027 or the next annual stockholder meeting. Vesting is conditioned on Dr. Scheiner continuing to serve as an Outside Director under LENZ’s Outside Director Compensation Policy.

Who ultimately benefits from the LENZ (LENZ) option granted to Dr. Scheiner?

Under an arrangement with RA Capital, Dr. Scheiner holds the option for the benefit of RA Capital Healthcare Fund LP, RA Capital Nexus Fund II LP, and a separately managed account, with any net proceeds offsetting advisory fees owed to RA Capital.

Do the reporting persons claim full beneficial ownership of this LENZ (LENZ) option?

No. RA Capital Management, its general partner, related funds, and principals disclaim beneficial ownership of the option and underlying common stock, except to the extent of any pecuniary interest, as described in the Form 4 footnotes.

Is this LENZ (LENZ) Form 4 transaction an open-market buy or sell?

No. The Form 4 reports a grant of a stock option as compensation, categorized as a derivative acquisition. There is no open-market purchase or sale of common shares disclosed in this specific transaction record.