0000899243-22-020537.txt : 20220601 0000899243-22-020537.hdr.sgml : 20220601 20220601200033 ACCESSION NUMBER: 0000899243-22-020537 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220527 FILED AS OF DATE: 20220601 DATE AS OF CHANGE: 20220601 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLM GP LLC CENTRAL INDEX KEY: 0001797767 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988919 BUSINESS ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Richman Darren CENTRAL INDEX KEY: 0001594474 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988918 MAIL ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHENE DAVID CENTRAL INDEX KEY: 0001797237 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988917 MAIL ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KENNEDY LEWIS MANAGEMENT LP CENTRAL INDEX KEY: 0001797633 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988926 BUSINESS ADDRESS: STREET 1: 111 W. 33RD STREET, SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 111 W. 33RD STREET, SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KENNEDY LEWIS INVESTMENT MANAGEMENT LLC CENTRAL INDEX KEY: 0001797634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988920 BUSINESS ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 80 BROAD STREET, 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kennedy Lewis GP III LLC CENTRAL INDEX KEY: 0001897209 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988921 BUSINESS ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 212.782.3480 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kennedy Lewis Investment Holdings II LLC CENTRAL INDEX KEY: 0001854977 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988923 BUSINESS ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kennedy Lewis Capital Partners Master Fund II LP CENTRAL INDEX KEY: 0001855023 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988925 BUSINESS ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kennedy Lewis GP II LLC CENTRAL INDEX KEY: 0001855024 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988924 BUSINESS ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 212-782-3480 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kennedy Lewis Capital Partners Master Fund III LP CENTRAL INDEX KEY: 0001896898 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40592 FILM NUMBER: 22988922 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212.782.3480 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RAPID MICRO BIOSYSTEMS, INC. CENTRAL INDEX KEY: 0001380106 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 PAWTUCKET BLVD. CITY: LOWELL STATE: MA ZIP: 01854 BUSINESS PHONE: 978-349-3200 MAIL ADDRESS: STREET 1: 1001 PAWTUCKET BLVD. CITY: LOWELL STATE: MA ZIP: 01854 FORMER COMPANY: FORMER CONFORMED NAME: RAPID MICRO BIOSYSTEMS INC DATE OF NAME CHANGE: 20061103 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-05-27 0 0001380106 RAPID MICRO BIOSYSTEMS, INC. RPID 0001797633 KENNEDY LEWIS MANAGEMENT LP 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001855023 Kennedy Lewis Capital Partners Master Fund II LP 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001855024 Kennedy Lewis GP II LLC 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001854977 Kennedy Lewis Investment Holdings II LLC 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001896898 Kennedy Lewis Capital Partners Master Fund III LP 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001897209 Kennedy Lewis GP III LLC 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001797634 KENNEDY LEWIS INVESTMENT MANAGEMENT LLC 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001797767 KLM GP LLC 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001594474 Richman Darren 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 0001797237 CHENE DAVID 111 WEST 33RD STREET, SUITE 1910 NEW YORK NY 10120 0 0 1 0 Common Stock 2022-05-27 4 P 0 618 5.2626 A 1983022 I See Footnotes Common Stock 2022-05-27 4 P 0 882 5.2626 A 2829692 I See Footnotes Common Stock 2022-05-31 4 P 0 8241 5.114 A 1991263 I See Footnotes Common Stock 2022-05-31 4 P 0 11759 5.114 A 2841451 I See Footnotes Common Stock 2022-06-01 4 P 0 19414 4.7598 A 2010677 I See Footnotes Common Stock 2022-06-01 4 P 0 27703 4.7598 A 2869154 I See Footnotes The price reported in Column 4 is a weighted average price. These shares of Common Stock of Rapid Micro Biosystems, Inc. (the "Issuer") were sold in multiple transactions at prices ranging from $4.99 to $5.36, 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 of Common Stock sold at each separate price within the range set forth in footnotes (1), (8) and (9) to this Form 4. These securities of the Issuer are held directly by Kennedy Lewis Capital Partners Master Fund II LP ("Master Fund II", and together with Master Fund III, as defined below, the "Funds"). Kennedy Lewis Management LP (the "Adviser") acts as investment adviser to the Funds. KLM GP LLC ("KLM") is the general partner of the Adviser. Kennedy Lewis Investment Management LLC ("Kennedy Lewis") is the owner and control person of KLM. David Chene and Darren Richman are the managing members and control persons of Kennedy Lewis. Each of the Adviser, KLM and Kennedy Lewis may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities of the Issuer held by each of the Funds due to their relationship with the Funds. Kennedy Lewis GP II LLC ("Fund II GP") is the general partner of Master Fund II. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Fund II GP. (Continued from Footnote 3) David Chene and Darren Richman are the managing members of Holdings II. Each of Fund II GP and Holdings II may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities of the Issuer held by Master Fund II due to their relationship with Master Fund II. Kennedy Lewis GP III LLC ("Fund III GP") is the general partner of Master Fund III. Holdings II is the managing member of Fund III GP. David Chene and Darren Richman are the managing members of Holdings II. Each of Fund III GP and Holdings II may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities of the Issuer held by Master Fund III due to their relationship with Master Fund III. (Continued from Footnote 4) David Chene and Darren Richman, in their capacities as managing members of Kennedy Lewis, and managing members of Holdings II, may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by each of the Funds due to their relationships with the Funds. For purposes of Section 16 of the Securities Exchange Act of 1934, each of the Adviser, KLM, Kennedy Lewis, Fund II GP, Holdings II, Fund III GP, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of the Adviser, KLM, Kennedy Lewis, Fund II GP, Holdings II, Fund III GP, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose. These securities of the Issuer are held directly by Kennedy Lewis Capital Partners Master Fund III LP ("Master Fund III"). The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions at prices ranging from $4.96 to $5.25, inclusive. The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions at prices ranging from $4.64 to $4.98, inclusive. KENNEDY LEWIS MANAGEMENT LP, By: KLM GP LLC, its general partner, Name: /s/ Anthony Pasqua, Title: Chief Operating Officer 2022-06-01 KENNEDY LEWIS CAPITAL PARTNERS MASTER FUND II LP, By: Kennedy Lewis GP II LLC, its general partner, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person 2022-06-01 KENNEDY LEWIS GP II LLC, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person 2022-06-01 KENNEDY LEWIS INVESTMENT HOLDINGS II LLC, Name: /s/ Anthony Pasqua, Title: Authorized Person 2022-06-01 KENNEDY LEWIS CAPITAL PARTNERS MASTER FUND III LP, By: Kennedy Lewis GP III LLC, its general partner, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person 2022-06-01 KENNEDY LEWIS GP III LLC, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person 2022-06-01 KENNEDY LEWIS INVESTMENT MANAGEMENT LLC, Name: /s/ Anthony Pasqua, Title: Chief Operating Officer 2022-06-01 KLM GP LLC, Name: /s/ Anthony Pasqua, Title: Authorized Person 2022-06-01 DARREN RICHMAN, Name: /s/ Darren Richman 2022-06-01 DAVID CHENE, Name: /s/ David Chene 2022-06-01 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

                                Exhibit 99.1

                       Form 4 Joint Filer Information

Name:                                  Kennedy Lewis Management LP

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  Kennedy Lewis Capital Partners Master
                                       Fund II LP

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  Kennedy Lewis GP II LLC

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  Kennedy Lewis Investment Holdings II
                                       LLC

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  Kennedy Lewis Capital Partners Master
                                       Fund III LP

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  Kennedy Lewis GP III LLC

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  KLM GP LLC

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  Kennedy Lewis Investment Management
                                       LLC

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  Darren Richman

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022


Name:                                  David Chene

Address:                               111 West 33rd Street, Suite 1910
                                       New York, NY 10120

Date of Event Requiring Statement:     05/27/2022