X0306 4 2016-10-31 0 0001481512 Ra Pharmaceuticals, Inc. RARX 0001439101 MORGENTHALER VENTURE PARTNERS IX LP 3200 ALPINE ROAD PORTOLA VALLEY CA 94028 0 0 1 0 0001666860 Morgenthaler Management Partners IX, LLC 3200 ALPINE ROAD PORTOLA VALLEY CA 94028 0 0 1 0 Common Stock 2016-10-31 4 X 0 63019 0.07 A 80161 D Common Stock 2016-10-31 4 S 0 340 13.00 D 79821 D Common Stock 2016-10-31 4 C 0 1392130 A 1471951 D Common Stock 2016-10-31 4 C 0 523438 A 1995389 D Common Stock 2016-10-31 4 C 0 486919 A 2482308 D Common Stock 2016-10-31 4 P 0 263538 13.00 A 2745846 D Warrants to Purchase Common Stock 0.07 2016-10-31 4 X 0 63019 0 D 2022-04-01 Common Stock 63019 0 D Series A Preferred Stock 2016-10-31 4 C 0 9744916 D Common Stock 1392130 0 D Series B-1 Preferred Stock 2016-10-31 4 C 0 3664071 D Common Stock 523438 0 D Series B-2 Preferred Stock 2016-10-31 4 C 0 3408439 D Common Stock 486919 0 D The securities are held by Morgenthaler Venture Partners IX, L.P. ("MVP IX"). The general partner of MVP IX is Morgenthaler Management Partners IX, LLC ("MMP IX"). MMP IX may be deemed to indirectly beneficially own the securities directly held by MVP IX. MMP IX disclaims beneficial ownership of the securities held by MVP IX except to the extent of its pecuniary interest therein. The Warrants were automatically exercised immediately prior to the closing of the Issuer's initial public offering for such number of shares issuable pursuant to a cashless net exercise provision, resulting in the Issuer withholding 340 of the warrant shares to pay the aggregate exercise price, using the offering price in the Issuer's initial public offering of $13.00, and issuing to the reporting person the remaining 62,679 shares. Each share of the Series A Preferred Stock converted into Common Stock on a 1-for-7 basis automatically and without additional consideration upon the closing of the Issuer's initial public offering, and had no expiration date. Each share of the Series B-1 Preferred Stock converted into Common Stock on a 1-for-7 basis automatically and without additional consideration upon the closing of the Issuer's initial public offering, and had no expiration date. Each share of the Series B-2 Preferred Stock converted into Common Stock on a 1-for-7 basis automatically and without additional consideration upon the closing of the Issuer's initial public offering, and had no expiration date. MORGENTHALER VENTURE PARTNERS IX, L.P.By: Morgenthaler Management Partners IX, LLC, its General Partner, By: /s/ Jason Lettmann Name: Jason Lettmann, Its: Member 2016-10-31 MORGENTHALER MANAGEMENT PARTNERS IX, LLC, By: /s/ Jason Lettmann, Its: Member 2016-10-31