0001415889-24-025522.txt : 20241022 0001415889-24-025522.hdr.sgml : 20241022 20241022170450 ACCESSION NUMBER: 0001415889-24-025522 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20241018 FILED AS OF DATE: 20241022 DATE AS OF CHANGE: 20241022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RA Capital Healthcare Fund LP CENTRAL INDEX KEY: 0001315082 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40800 FILM NUMBER: 241386947 BUSINESS ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6177782500 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: RA Capital Biotech Fund LP DATE OF NAME CHANGE: 20050121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RA CAPITAL MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001346824 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40800 FILM NUMBER: 241386948 BUSINESS ADDRESS: STREET 1: 200 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-778-2500 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: RA CAPITAL MANAGEMENT, LLC DATE OF NAME CHANGE: 20051213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kolchinsky Peter CENTRAL INDEX KEY: 0001384859 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40800 FILM NUMBER: 241386945 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shah Rajeev M. CENTRAL INDEX KEY: 0001619841 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40800 FILM NUMBER: 241386944 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RA Capital Nexus Fund, L.P. CENTRAL INDEX KEY: 0001780117 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40800 FILM NUMBER: 241386946 BUSINESS ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 778-2500 MAIL ADDRESS: STREET 1: 200 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tyra Biosciences, Inc. CENTRAL INDEX KEY: 0001863127 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 831476348 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2656 STATE STREET CITY: CARLSBAD STATE: CA ZIP: 92008 BUSINESS PHONE: (619) 728-4760 MAIL ADDRESS: STREET 1: 2656 STATE STREET CITY: CARLSBAD STATE: CA ZIP: 92008 4 1 form4-10222024_091047.xml X0508 4 2024-10-18 0001863127 Tyra Biosciences, Inc. TYRA 0001346824 RA CAPITAL MANAGEMENT, L.P. 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 true false true false 0001315082 RA Capital Healthcare Fund LP 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 1 0 1 0 0001780117 RA Capital Nexus Fund, L.P. 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 1 0 1 0 0001384859 Kolchinsky Peter C/O RA CAPITAL MANAGEMENT, L.P. 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 1 0 1 0 0001619841 Shah Rajeev M. C/O RA CAPITAL MANAGEMENT, L.P. 200 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 1 0 1 0 0 Common Stock 2024-10-18 4 J 0 1000000 D 7477275 I See footnotes Common Stock 1496613 I See footnotes Common Stock 442721 I See footnotes Pre-Funded Warrants (Right to Buy) 0.001 2024-10-18 4 J 0 2358457 A Common Stock 1000000 1000000 I See footnotes On October 18, 2024, RA Capital Healthcare Fund, L.P. (the "Fund") entered into an Exchange Agreement with the Issuer pursuant to which the Fund exchanged, for no additional consideration, 1,000,000 shares of the Issuer's Common Stock for a pre-funded warrant exercisable for up to 1,000,000 shares of the Issuer's Common Stock at an exercise price of $0.001 per share (the "Exchange Warrant"). These securities are held directly by the Fund. RA Capital Management, L.P. (the "Adviser") is the investment manager for 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. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein. These securities are held directly by the Nexus Fund. These securities are held directly by the Account. The Exchange Warrant has no expiration date and is exercisable immediately. Notwithstanding the foregoing, the Reporting Persons shall not be entitled to exercise the Exchange Warrant if it would cause the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons, their affiliates and any persons who are members of a Section 13(d) group with the Reporting Persons or their affiliates to exceed 19.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise. Jake Simson, a Partner of the Adviser, serves on the Issuer's board of directors. /s/ Peter Kolchinsky, Manager of RA Capital Management, L.P. 2024-10-22 /s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC the General Partner of RA Capital Healthcare Fund, L.P. 2024-10-22 /s/ Peter Kolchinsky, Manager of RA Capital Nexus Fund GP, LLC the General Partner of RA Capital Nexus Fund, L.P. 2024-10-22 /s/ Peter Kolchinsky, individually 2024-10-22 /s/ Rajeev Shah, individually 2024-10-22