RTW Investments, LP and Roderick Wong, M.D. reported beneficial ownership of RAPT Therapeutics, Inc. common stock totaling 1,637,165 shares, representing 5.9% of the class. The holdings relate to shares directly held by certain RTW funds advised by RTW Investments.
The ownership percentages are based on 27,710,871 RAPT shares outstanding as of November 3, 2025, as disclosed in the company’s Form 10-Q. Both RTW Investments and Dr. Wong report shared voting and dispositive power over the 1,637,165 shares and no sole voting or dispositive power.
The filers state the securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of RAPT Therapeutics.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
RAPT THERAPEUTICS, INC.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
75382E208
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
75382E208
1
Names of Reporting Persons
RTW Investments, LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,637,165.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,637,165.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,637,165.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.9 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP No.
75382E208
1
Names of Reporting Persons
Roderick Wong
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,637,165.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,637,165.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,637,165.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
RAPT THERAPEUTICS, INC.
(b)
Address of issuer's principal executive offices:
561 ECCLES AVENUE, SOUTH SAN FRANCISCO, CA, 94080.
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) RTW Investments, LP ("RTW Investments"), a Delaware limited partnership and the investment adviser to certain funds (the "RTW Funds"), with respect to shares of Common Stock, par value $0.0001 per share (the "Shares") of RAPT Therapeutics, Inc. (the "Company") directly held by the RTW Funds; and
(ii) Roderick Wong, M.D. ("Dr. Wong"), the Managing Partner and Chief Investment Officer of RTW Investments, with respect to the Shares directly held by the RTW Funds.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, as amended, the beneficial owner of the Shares reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 40 10th Avenue, Floor 7, New York, New York 10014.
(c)
Citizenship:
RTW Investments is a Delaware limited partnership. Dr. Wong is a citizen of the United States.
(d)
Title of class of securities:
Common Stock, $0.0001 par value
(e)
CUSIP No.:
75382E208
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Rows 5 - 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentages set forth in Row 11 of the cover pages are calculated based upon 27,710,871 Shares outstanding as of November 3, 2025 as reported in the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 6, 2025.
(b)
Percent of class:
RTW Investments: 5.9%
Dr. Wong: 5.9%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
RTW Investments: 0
Dr. Wong: 0
(ii) Shared power to vote or to direct the vote:
RTW Investments: 1,637,165 Shares
Dr. Wong: 1,637,165 Shares
(iii) Sole power to dispose or to direct the disposition of:
RTW Investments: 0
Dr. Wong: 0
(iv) Shared power to dispose or to direct the disposition of:
RTW Investments: 1,637,165 Shares
Dr. Wong: 1,637,165 Shares
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2. The RTW Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
RTW Investments, LP
Signature:
/s/ Roderick Wong, M.D.
Name/Title:
Roderick Wong, M.D., Managing Partner
Date:
02/17/2026
Roderick Wong
Signature:
s/ Roderick Wong, M.D.
Name/Title:
Roderick Wong, M.D.
Date:
02/17/2026
Exhibit Information
Exhibit 99.1 Joint Filing Agreement (incorporated by reference to Exhibit 99.1 to the Reporting Persons' Schedule 13G filed with the SEC on May 15, 2025).
What stake in RAPT (RAPT) does RTW Investments report on this Schedule 13G/A?
RTW Investments and Roderick Wong report beneficial ownership of 1,637,165 RAPT Therapeutics common shares, equal to 5.9% of the outstanding class. These shares are held by RTW-managed funds, with shared voting and dispositive power reported over the full amount.
How was the 5.9% ownership of RAPT (RAPT) calculated in this filing?
The 5.9% ownership is based on 27,710,871 RAPT shares outstanding as of November 3, 2025, as stated in RAPT’s Form 10-Q. The reported 1,637,165 shares divided by this outstanding share count produces the disclosed ownership percentage.
Who are the reporting persons on the RAPT (RAPT) Schedule 13G/A amendment?
The reporting persons are RTW Investments, LP, a Delaware limited partnership and investment adviser to certain RTW funds, and Roderick Wong, M.D., its Managing Partner and Chief Investment Officer, reporting with respect to shares held by those funds.
What voting and dispositive powers over RAPT (RAPT) shares are disclosed?
RTW Investments and Roderick Wong each report zero sole voting and dispositive power, and shared voting and shared dispositive power over 1,637,165 shares. This means decisions to vote or sell these shares are made on a shared basis for the RTW funds.
Are RTW’s RAPT (RAPT) holdings intended to influence control of the company?
The filing certifies the RAPT shares were acquired and are held in the ordinary course of business. It expressly states they were not acquired and are not held with the purpose or effect of changing or influencing control of RAPT Therapeutics.
Who ultimately benefits from RTW’s RAPT (RAPT) share ownership?
The filing notes that the RTW funds have the right to receive dividends and sale proceeds from the reported RAPT shares. RTW Investments acts as investment adviser, and the investors in those funds economically benefit from the holdings and any related transactions.