Rapid Micro (RPID) CEO auto-sells 38,327 shares to cover RSU taxes

Rhea-AI Filing Summary

RAPID MICRO BIOSYSTEMS, INC. president and CEO Robert G. Spignesi Jr. reported a sale of 38,327 shares of Class A common stock on February 19, 2026 at an average price of $3.8853 per share. A footnote explains this was an automatic sale to cover tax obligations arising from the vesting of restricted stock units, rather than a discretionary open-market trade. After this transaction, he still holds 1,187,770 shares of the company’s Class A common stock directly.

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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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^*

Spignesi Robert G. Jr.

(Last) (First) (Middle)

C/O RAPID MICRO BIOSYSTEMS, INC.

25 HARTWELL AVENUE

(Street)

LEXINGTON MA 02421

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RAPID MICRO BIOSYSTEMS, INC. [ RPID ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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

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

X	Form filed by One Reporting Person
	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
Class A Common Stock	02/19/2026		S		38,327(1)	D	$3.8853	1,187,770	D

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

Explanation of Responses:

1. Represents the automatic sale of stock to cover the associated tax obligations with the vesting of restricted stock units.

Remarks:

	/s/ Sean M. Wirtjes, Attorney-in-Fact for Robert G. Spignesi, Jr.	02/20/2026
	** 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.

FAQ

What insider transaction did RPID CEO Robert Spignesi report?

Robert G. Spignesi Jr., CEO of RAPID MICRO BIOSYSTEMS (RPID), reported selling 38,327 shares of Class A common stock. The sale occurred on February 19, 2026 and is tied to tax withholding from vesting restricted stock units.

At what price were the RPID shares sold in this Form 4 filing?

The reported transaction shows shares of RAPID MICRO BIOSYSTEMS Class A common stock sold at an average price of $3.8853 per share. This price applies to the 38,327 shares disposed of in the February 19, 2026 transaction.

Why did the RPID CEO sell shares according to the Form 4 footnote?

The footnote states the sale represented an automatic sale of stock to cover tax obligations associated with the vesting of restricted stock units. This indicates the transaction was primarily for tax withholding, not a discretionary reduction of his economic exposure.

How many RPID shares does the CEO hold after this reported sale?

Following the transaction, Robert G. Spignesi Jr. directly holds 1,187,770 shares of RAPID MICRO BIOSYSTEMS Class A common stock. This post-transaction balance reflects his remaining direct ownership after the 38,327-share sale for tax purposes.

Is the RPID Form 4 transaction categorized as a sale or purchase?

The transaction is categorized as a sale of non-derivative Class A common stock, with code “S” for sale in open market or private transaction. However, the footnote clarifies it was an automatic sale to cover tax obligations from RSU vesting.

What type of security was involved in the RPID insider transaction?

The Form 4 reports a transaction in Class A common stock of RAPID MICRO BIOSYSTEMS. It is classified as a non-derivative security, meaning it is the underlying common equity rather than options, warrants, or other derivative instruments.