Rallybio Corp (RLYB) SEC Filings

Rallybio Corp (symbol: RLYB) is the issuer of record for a Form S-4/A filing submitted to the SEC.

Nantahala Capital Management, LLC, together with Wilmot B. Harkey and Daniel Mack, reports beneficial ownership of Rallybio Corporation common stock. As of June 30, 2026, the group may be deemed to beneficially own 188,422 shares of common stock, representing 3.56% of the outstanding class. All 188,422 shares are reported with shared voting and shared dispositive power, and none with sole power. The filing states that the group holds 5% or less of Rallybio’s common stock, reflecting its status as a significant but non‑controlling shareholder.

Cormorant Asset Management, LP and Bihua Chen report that they no longer beneficially own any shares of Rallybio Corp common stock. They state beneficial ownership of 0 shares, representing 0.0% of Rallybio’s common stock, with no sole or shared voting or dispositive power.

The ownership percentages are based on 5,298,137 shares of Rallybio common stock outstanding as of May 8, 2026, as referenced from Rallybio’s Quarterly Report for the period ended March 31, 2026. The filers also indicate that the statement should not be construed as an admission of beneficial ownership for purposes of Section 13.

Rallybio Corp received an amended Schedule 13G filing from Balyasny Asset Management L.P. and related entities reporting that they are not beneficial owners of Rallybio’s common stock. The reporting group, including BAM GP LLC, Balyasny Asset Management Holdings LP, Dames GP LLC, and Dmitry Balyasny, reports beneficial ownership of 0 shares, representing approximately 0% of the outstanding common stock, based on 5,298,137 shares outstanding as of May 8, 2026 as reported by Rallybio. The filers state they have no sole or shared voting or dispositive power over any Rallybio shares and confirm ownership of 5 percent or less of the class.

FMR LLC and Abigail P. Johnson report beneficial ownership of Rallybio Corp common stock. As of 06/30/2026, they beneficially owned 794,720 shares of common stock, representing 15.0% of the class identified by CUSIP 75120L209.

FMR LLC has sole voting power over 794,720 shares and no shared voting or dispositive power. Abigail P. Johnson reports sole dispositive power over 794,720 shares. Within this position, Fidelity Growth Company Commingled Pool held 265,132 shares, equal to 5.0% of Rallybio’s outstanding common stock as of 06/30/2026.

Rallybio Corporation reported a sharp swing to profitability for the quarter ended June 30, 2026, driven by a $50.0 million termination fee from its previously planned merger with Candid Therapeutics. Net income was $43.7 million, or $7.66 per basic share, despite core operations still generating a $5.7 million operating loss in the quarter and $14.4 million for the first half. Cash and cash equivalents rose to $92.8 million, with total assets of $98.1 million and liabilities of $3.6 million.

Strategically, Rallybio agreed to merge with Avenzo Therapeutics and support a $215.0 million concurrent financing for Avenzo. On a fully diluted, pro forma basis, Avenzo equityholders are expected to own about 56.6% of the combined company, Rallybio holders about 2.8% and new financing investors 40.6%, based on assumed valuations of $15.0 million for Rallybio and $300.0 million for Avenzo. Before closing, Rallybio plans to distribute its net cash to existing securityholders and issue contingent value rights that give them pro rata access to future proceeds from divesting Rallybio’s legacy assets, including milestone and royalty streams from the ENPP1 program sale.

Rallybio Corp received an amended Schedule 13G filing in which Laurion Capital Management LP and its co-managing members, Benjamin Alexander Smith and Janaka Sheehan Maduraperuma, report that they beneficially own 0 shares of Rallybio common stock, representing 0% of the class.

The reporting persons state they have no sole or shared power to vote or dispose of any Rallybio shares, and affirm ownership of 5 percent or less of the outstanding common stock.

Rallybio Corporation is seeking stockholder approval for an all‑stock merger with Avenzo Therapeutics, Inc., under which a Rallybio subsidiary will merge into Avenzo, leaving Avenzo as a wholly owned subsidiary. Rallybio will change its name to Avenzo Therapeutics, Inc., complete a reverse stock split, and maintain a Nasdaq listing, with the combined company expected to trade under the symbol AVZO.

Each share of Avenzo common and preferred stock will convert into Rallybio common stock at an assumed 0.5020 Exchange Ratio, subject to adjustments tied mainly to Rallybio’s final Net Cash and share count. Avenzo has also arranged a $215.0 million concurrent equity financing to close immediately before the merger. Based on current assumptions, Avenzo pre‑merger equityholders are expected to own 56.6% of the combined company, Rallybio equityholders 2.8%, and concurrent financing investors 40.6%, all on a fully diluted basis.

Rallybio estimates Net Cash of about $83.2 million as of June 30, 2026 and plans to distribute substantially all of this to pre‑closing securityholders through cash “Parent Distributions” and non‑transferable contingent value rights linked to potential future proceeds from Rallybio’s legacy assets.

Rallybio Corp director Helen M. Boudreau exercised options to acquire 3,562 shares of Common Stock on July 6, 2026 at an exercise price of $2.38 per share. Following the transaction, she directly holds 6,542 shares of Common Stock. The options exercised were originally rights to buy Rallybio common stock.