RPID CEO Robert Spignesi acquires stock and warrant package in registered direct offering
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
RAPID MICRO BIOSYSTEMS, INC. President and CEO Robert G. Spignesi Jr. reported acquiring 12,787 shares of Class A Common Stock at $1.955 per share in a registered direct offering. With this grant and prior holdings, he now directly owns 1,190,571 shares of Class A Common Stock.
He also received a Series A Warrant and a Series B Warrant, each covering 12,787 shares of Class A Common Stock. The Series A Warrant has an exercise price of $1.955 and expires on May 29, 2027, while the Series B Warrant has an exercise price of $2.34 and expires on May 29, 2031. Both warrants are subject to a 9.99% beneficial ownership cap, limiting exercises that would push total beneficial ownership above that threshold.
Positive
- None.
Negative
- None.
Insights
CEO received stock and warrant package in a structured, routine transaction.
Robert G. Spignesi Jr., President and CEO of RAPID MICRO BIOSYSTEMS, acquired 12,787 shares of Class A Common Stock at $1.955 per share alongside matching Series A and Series B Warrants. The acquisition was approved by the compensation committee under Rule 16(b)-3, indicating a compensation-related structure rather than discretionary trading.
The Series A Warrant covers 12,787 shares at $1.955 and expires on May 29, 2027, while the Series B Warrant covers 12,787 shares at $2.34 and expires on May 29, 2031. A 9.99% beneficial ownership cap restricts exercises that would push his aggregated beneficial ownership above that level, moderating potential concentration. After the transaction he directly holds 1,190,571 shares, so the new grant is incremental relative to his existing stake, and no sales were reported in this filing.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Spignesi Robert G. Jr.
Role
PRESIDENT AND CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Series A Warrant (right to buy) | 12,787 | $0.00 | -- |
| Grant/Award | Series B Warrant (right to buy) | 12,787 | $0.00 | -- |
| Grant/Award | Class A Common Stock | 12,787 | $1.955 | $25K |
Holdings After Transaction:
Series A Warrant (right to buy) — 12,787 shares (Direct, null);
Series B Warrant (right to buy) — 12,787 shares (Direct, null);
Class A Common Stock — 1,190,571 shares (Direct, null)
Footnotes (1)
- On May 29, 2026, the Reporting Person purchased, in a registered direct offering, 12,787 shares of the Issuer's Class A Common Stock, as well as an accompanying Series A Warrant to purchase 12,787 shares of the Issuer's Class A Common Stock (or pre-funded warrants in lieu thereof) and an accompanying Series B Warrant to purchase 12,787 shares of the Issuer's Class A Common Stock (or pre-funded warrants in lieu thereof). The purchase price of each share of Issuer Class A Common Stock and accompanying Series A and Series B Warrant was $1.955. The issuance of such securities was approved by the Issuer's compensation committee of the board of directors in accordance with Rule 16(b)-3 of the Securities Exchange Act of 1934, as amended. Includes 7,936 shares acquired under the Rapid Micro Biosystems, Inc. employee stock purchase plan on March 13, 2026. The Series A and Series B Warrants cannot be exercised for shares of the Issuer's Class A Common Stock if, as a result of such exercise, the holder, together with its affiliates and any other persons whose beneficial ownership would be aggregated for purposes of Section 13(d) of the Act, would beneficially own more than 9.99% of the total number of shares of the Issuer's Class A Common Stock then outstanding immediately following such exercise.
Key Figures
Common shares acquired: 12,787 shares
Purchase price: $1.955 per share
Shares held after transaction: 1,190,571 shares
+5 more
8 metrics
Common shares acquired
12,787 shares
Class A Common Stock acquired at $1.955 per share on May 29, 2026
Purchase price
$1.955 per share
Price for each share plus accompanying Series A and Series B Warrant
Shares held after transaction
1,190,571 shares
Total Class A Common Stock directly owned after acquisitions
Series A Warrant size
12,787 shares
Underlying Class A Common Stock for Series A Warrant
Series A exercise price
$1.955 per share
Exercise price for Series A Warrant expiring May 29, 2027
Series B Warrant size
12,787 shares
Underlying Class A Common Stock for Series B Warrant
Series B exercise price
$2.34 per share
Exercise price for Series B Warrant expiring May 29, 2031
Beneficial ownership limit
9.99%
Cap on beneficial ownership after exercising Series A or B Warrants
Key Terms
registered direct offering, Series A Warrant, Series B Warrant, employee stock purchase plan, +2 more
6 terms
registered direct offering financial
"purchased, in a registered direct offering, 12,787 shares of the Issuer's Class A Common Stock"
A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.
Series A Warrant financial
"an accompanying Series A Warrant to purchase 12,787 shares of the Issuer's Class A Common Stock"
A Series A warrant is a contract issued alongside a company’s early funding round that gives the holder the right to buy a set number of shares later at a fixed price. Think of it like a coupon that lets an investor purchase stock at today’s agreed price even if the company’s value rises; it can boost potential upside for the warrant holder and create dilution for existing shareholders, so investors watch them when assessing ownership and future share value.
Series B Warrant financial
"an accompanying Series B Warrant to purchase 12,787 shares of the Issuer's Class A Common Stock"
A Series B warrant is a tradable right issued alongside a Series B funding round that lets its holder buy a specified number of company shares at a fixed price for a set period. It matters to investors because exercising the warrant increases the total shares outstanding (dilution) and can be a cheap way to gain ownership if the company’s value rises — think of it like a coupon to buy stock later at today’s price.
employee stock purchase plan financial
"Includes 7,936 shares acquired under the Rapid Micro Biosystems, Inc. employee stock purchase plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
beneficially own more than 9.99% financial
"would beneficially own more than 9.99% of the total number of shares"
Rule 16(b)-3 regulatory
"approved by the Issuer's compensation committee of the board of directors in accordance with Rule 16(b)-3"
FAQ
What did RPID CEO Robert Spignesi acquire in this Form 4 filing?
He acquired 12,787 shares of Class A Common Stock at $1.955 per share, plus Series A and Series B Warrants for 12,787 shares each. The stock was purchased in a registered direct offering and approved by the compensation committee under Rule 16(b)-3.
What are the key terms of the RPID Series A and Series B Warrants granted to the CEO?
The CEO received Series A and Series B Warrants, each for 12,787 shares of Class A Common Stock. The Series A Warrant has a $1.955 exercise price and May 29, 2027 expiration, while the Series B Warrant has a $2.34 exercise price and May 29, 2031 expiration.
Is there a beneficial ownership cap on the RPID warrants granted to the CEO?
Yes. The Series A and Series B Warrants include a 9.99% beneficial ownership limitation. They cannot be exercised if doing so would cause the holder, together with affiliates and related persons, to beneficially own more than 9.99% of RPID Class A Common Stock outstanding.
Was the RPID CEO’s acquisition under this Form 4 part of a registered direct offering?
Yes. The filing states the CEO purchased 12,787 Class A shares in a registered direct offering. Each purchased share came with an accompanying Series A Warrant and Series B Warrant, together priced at $1.955 per share plus the two warrant rights.