STOCK TITAN

RA Capital entities trim Vor Biopharma (VOR) stake with 738K-share open-market sale

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Vor Biopharma Inc. insider entities associated with RA Capital reported open-market sales of an aggregate 737,989 shares of Common Stock over three days at weighted average prices around $16 per share. The shares are held directly by RA Capital Healthcare Fund, L.P., for which RA Capital Management, L.P. is investment manager.

After these transactions, the reporting entities continue to hold 3,197,619 shares of Vor Biopharma common stock indirectly. RA Capital Management, its general partner, and managing members Dr. Peter Kolchinsky and Mr. Rajeev Shah each disclaim beneficial ownership of the reported securities except to the extent of any pecuniary interest.

Positive

  • None.

Negative

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Insights

RA Capital entities executed sizable but indirect open-market sales while retaining a large Vor Biopharma position.

Entities associated with RA Capital sold 737,989 Vor Biopharma common shares in three open-market transactions at weighted average prices near $16 per share. All positions referenced are held by RA Capital Healthcare Fund, L.P., with RA Capital Management, L.P. as investment manager.

Post-sale holdings of 3,197,619 shares indicate the fund remains a significant shareholder. Footnote language states RA Capital, its general partner, and principals Peter Kolchinsky and Rajeev Shah disclaim beneficial ownership beyond their pecuniary interests, framing these trades as fund-level portfolio management rather than personal insider activity.

Insider RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.
Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner
Sold 737,989 shs ($11.88M)
Type Security Shares Price Value
Sale Common Stock 53,644 $16.01 $859K
Sale Common Stock 153,735 $15.97 $2.46M
Sale Common Stock 530,610 $16.15 $8.57M
Holdings After Transaction: Common Stock — 3,197,619 shares (Indirect, See footnotes)
Footnotes (1)
  1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.94 to $16.32 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"). 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. Held directly by the Fund. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.75 to $16.17 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.005 to $16.10 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Total shares sold 737,989 shares Aggregate open-market sales reported across three days
April 13, 2026 sale 530,610 shares at $16.15 Open-market sale of Common Stock
April 14, 2026 sale 153,735 shares at $15.97 Open-market sale of Common Stock
April 15, 2026 sale 53,644 shares at $16.01 Open-market sale of Common Stock
Post-transaction holdings 3,197,619 shares Indirectly held Vor Biopharma common stock after the sales
Price range (Apr 13) $15.94–$16.32 Weighted average price footnote range for that day’s sales
Price range (Apr 14) $15.75–$16.17 Weighted average price footnote range for that day’s sales
Price range (Apr 15) $16.005–$16.10 Weighted average price footnote range for that day’s sales
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
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"
indirect ownership financial
""ownership_type": "indirect""
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
RA CAPITAL MANAGEMENT, L.P.

(Last)(First)(Middle)
200 BERKELEY STREET 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Vor Biopharma Inc. [ VOR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/13/2026S530,610D$16.15(1)3,404,998ISee footnotes(2)(3)
Common Stock04/14/2026S153,735D$15.97(4)3,251,263ISee footnotes(2)(3)
Common Stock04/15/2026S53,644D$16.01(5)3,197,619ISee footnotes(2)(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
RA CAPITAL MANAGEMENT, L.P.

(Last)(First)(Middle)
200 BERKELEY STREET 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
RA Capital Healthcare Fund LP

(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Kolchinsky Peter

(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Shah Rajeev M.

(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.94 to $16.32 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. RA Capital Management, L.P. (the "Adviser") is the investment manager for RA Capital Healthcare Fund, L.P. (the "Fund"). 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.
3. Held directly by the Fund.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.75 to $16.17 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.005 to $16.10 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Remarks:
Dr. Andrew Levin, a Partner and Managing Director of the Adviser, serves on the Issuer's board of directors.
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.04/15/2026
/s/ Peter Kolchinsky, Manager of RA Capital Healthcare GP, LLC, the General Partner of RA Capital Healthcare Fund, L.P.04/15/2026
/s/ Peter Kolchinsky, individually04/15/2026
/s/ Rajeev Shah, individually04/15/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did RA Capital report for Vor Biopharma (VOR)?

Entities associated with RA Capital reported selling 737,989 shares of Vor Biopharma common stock in three open-market transactions at weighted average prices around $16 per share. These trades were executed by RA Capital Healthcare Fund, L.P., an investment fund managed by RA Capital Management, L.P.

Over what dates did the RA Capital sales in Vor Biopharma (VOR) occur?

The reported RA Capital sales in Vor Biopharma common stock occurred on April 13, 14, and 15, 2026. Each day’s transaction was disclosed separately, with distinct weighted average sale prices and share amounts, but all were characterized as open-market sales of indirectly held shares.

How many Vor Biopharma (VOR) shares do the RA Capital entities hold after these sales?

After the disclosed transactions, the RA Capital-related entities report indirect ownership of 3,197,619 shares of Vor Biopharma common stock. These shares are held directly by RA Capital Healthcare Fund, L.P., with RA Capital Management, L.P. acting as investment manager to the fund.

Who actually holds the Vor Biopharma (VOR) shares sold in this Form 4 filing?

The Vor Biopharma shares are held directly by RA Capital Healthcare Fund, L.P. RA Capital Management, L.P. serves as the fund’s investment manager, and related parties, including Peter Kolchinsky and Rajeev Shah, report the trades while disclaiming beneficial ownership beyond any pecuniary interest.

What prices did RA Capital receive for the Vor Biopharma (VOR) share sales?

The Form 4 reports weighted average sale prices of $16.15, $15.97, and $16.01 per share on the three transaction dates. Footnotes explain that individual trades occurred within price ranges between approximately $15.75 and $16.32 for the different sale days.

Do Peter Kolchinsky and Rajeev Shah personally own the Vor Biopharma (VOR) shares reported?

The filing states that RA Capital Management, its general partner, the fund, and individuals Peter Kolchinsky and Rajeev Shah each disclaim beneficial ownership of the reported Vor Biopharma securities, except to the extent of any pecuniary interest they may have through their roles with these entities.