RA Capital reports major stake in Solid Biosciences
Solid Biosciences Inc. received an initial ownership report on Form 3 from RA Capital–affiliated entities as ten percent owners.
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Form Type
3
Rhea-AI Filing Summary
Solid Biosciences Inc. received an initial ownership report on Form 3 from RA Capital–affiliated entities as ten percent owners. The filing lists indirect holdings of 28,569, 109,661, and 11,897,896 shares of Common Stock held through investment vehicles managed by RA Capital Management, L.P.
The report also shows 8,178,412 Pre-Funded Warrants, each exercisable into one share of Common Stock at an exercise price of $0.001 per share. These warrants are exercisable immediately but subject to a 9.99% beneficial ownership limit that caps how many shares the Fund may hold after exercise.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.
Role
10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Pre-Funded Warrants (Right to Buy) | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Pre-Funded Warrants (Right to Buy) — 8,178,412 contracts (Indirect, See footnotes);
Common Stock — 12,036,126 shares (Indirect, See footnotes)
Footnotes (5)
- F1. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"), RA Capital Nexus Fund, L.P. (the "Nexus Fund"), 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. Each of the Adviser, the Adviser GP, the Fund, Dr. Kolchinsky and Mr. Shah disclaims beneficial ownership of any of the reported securities, except to the extent of its or his respective pecuniary interest therein.
- F2. Held directly by the Fund.
- F3. Held directly by the Nexus Fund.
- F4. Held directly by the Account.
- F5. The Pre-Funded Warrants have no expiration date and are exercisable immediately. Notwithstanding the foregoing, the Fund shall not be entitled to exercise the Pre-Funded Warrants to the extent that it would cause the aggregate number of shares of Common Stock beneficially owned by the Fund, together with its Attribution Parties (as defined in the Pre-Funded Warrants), to exceed 9.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.
Key Figures
Indirect common shares block 1: 28,569 shares
Indirect common shares block 2: 109,661 shares
Indirect common shares block 3: 11,897,896 shares
+3 more
6 metrics
Indirect common shares block 1
28,569 shares
Indirectly held common stock position
Indirect common shares block 2
109,661 shares
Indirectly held common stock position
Indirect common shares block 3
11,897,896 shares
Indirectly held common stock position
Pre-funded warrants
8,178,412 warrants
Indirectly held, exercisable into common stock
Warrant exercise price
$0.001 per share
Exercise price of pre-funded warrants
Beneficial ownership limit
9.99%
Cap on ownership after warrant exercise
Key Terms
Pre-Funded Warrants, beneficial ownership, pecuniary interest, separately managed account, +1 more
5 terms
Pre-Funded Warrants financial
"The Pre-Funded Warrants have no expiration date and are exercisable immediately."
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
beneficial ownership financial
"disclaims beneficial ownership of any of the reported securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of its or his respective 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.
Attribution Parties financial
"together with its Attribution Parties (as defined in the Pre-Funded Warrants)"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does the RA Capital Form 3 disclose for Solid Biosciences (SLDB)?
The Form 3 discloses initial ownership positions by RA Capital–related entities in Solid Biosciences common stock and pre-funded warrants. It reports several blocks of indirectly held common shares plus a large position in pre-funded warrants exercisable into additional common shares.
Is there a beneficial ownership cap on RA Capital’s SLDB pre-funded warrants?
Yes. The filing states the fund cannot exercise pre-funded warrants if it would cause the fund and its attribution parties to beneficially own more than 9.99% of Solid Biosciences’ outstanding common stock, effectively limiting how many warrants can be exercised at any given time.
Do RA Capital and its principals claim full beneficial ownership of the SLDB securities?
No. The Form 3 explains that RA Capital Management, its general partner, the fund, and principals Peter Kolchinsky and Rajeev Shah disclaim beneficial ownership except to the extent of their respective pecuniary interest in the reported Solid Biosciences securities.
AI-generated analysis. How Rhea-AI works. Not financial advice.
