Form 4: Rapport CEO sells shares under 10b5-1 plan

Rapport Therapeutics CEO Abraham Ceesay disclosed modest open-market sales executed under a pre-set Rule 10b5-1 plan, while retaining a substantial stake.

Summary

• On 11/17/2025, CEO and Director Abraham Ceesay reported open-market sales of Rapport Therapeutics (RAPP) common stock executed under a Rule 10b5-1 trading plan adopted on 12/12/2024.
• Direct sales: 2,777 shares at a weighted avg. price of $24.9246 (range $24.22–$25.21) and 3,056 shares at a weighted avg. price of $25.4303 (range $25.22–$25.68).
• Post-direct sales holdings: 573,746 shares held directly.
• Indirect sales via The Dorothy Ceesay Irrevocable Trust (u/d/t 3/27/2024): 2,242 shares at a weighted avg. price of $24.9107 (range $24.21–$25.20) and 2,841 shares at a weighted avg. price of $25.437 (range $25.23–$25.74).
• Post-sale trust holdings: 35,978 shares held by The Dorothy Ceesay Irrevocable Trust.
• Additional indirect holdings: 81,729 shares held by The Ceesay Family Irrevocable Trust (u/t/d 3/27/2024).
• The reporting person disclaims beneficial ownership of trust-held shares except to the extent of any pecuniary interest.
• Signature by Attorney-in-Fact: Troy Ignelzi on 11/18/2025.

Sentiment

Score: 5

Explanation: Neutral overall: modest, plan-based insider sales with substantial remaining ownership; no operational or financial performance information included.

Positives

• Sales executed under a pre-established Rule 10b5-1 plan adopted on 12/12/2024, indicating pre-planned diversification rather than discretionary timing.
• CEO retains a substantial direct position of 573,746 shares after the transactions.
• Full transparency on weighted average prices and detailed intraday price ranges, with an undertaking to provide granular trade data upon request.

Negatives

• Insider selling by the CEO (total direct sales of 5,833 shares on 11/17/2025) can be perceived negatively by some investors.
• Additional sales occurred via an affiliated trust (total of 5,083 shares), potentially amplifying the signal of insider selling.
• No offsetting insider purchases disclosed.

Future Outlook

No forward-looking guidance or operational updates are provided; the disclosure is limited to insider share sales executed under a Rule 10b5-1 plan.

Management Comments

• Transactions were effected pursuant to Rule 10b5-1 trading plans adopted on December 12, 2024.
• Weighted average prices are disclosed, with trades executed across stated price ranges; full per-trade breakdowns are available upon request.
• The reporting person disclaims beneficial ownership of shares held by the trusts except to the extent of any pecuniary interest.

Industry Context

Plan-based insider transactions are common across biotech and broader healthcare, often used for diversification and liquidity without implying a change in business outlook. The use of a 10b5-1 plan and retention of a sizable stake align with typical governance and trading practices among U.S.-listed biotech executives.

Comparison to Industry Standards

• Use of a Rule 10b5-1 plan is consistent with common practice among biotech peers (e.g., executives at Vertex and Regeneron routinely rely on 10b5-1 programs).
• The sales volume appears modest relative to the CEO’s remaining direct holdings, aligning with typical periodic diversification rather than large-scale disposition.
• Disclosure of weighted average prices and ranges matches standard Form 4 transparency conventions and investor expectations.

Stakeholder Impact

• Shareholders may view the CEO’s plan-based sales as routine diversification, with minimal expected impact on control given substantial remaining direct holdings (573,746 shares).
• Trust-related sales and holdings are disclosed with beneficial ownership disclaimers, providing clarity to investors on indirect ownership interests.
• No operational, financial, or strategic changes are communicated, suggesting no immediate impact on customers, employees, suppliers, or creditors.

Next Steps

• No future actions or events indicated.

Key Dates

Keywords

Rapport Therapeutics, RAPP, insider selling, Form 4, Rule 10b5-1, Abraham Ceesay, beneficial ownership, biotech, irrevocable trust, open-market sale, SEC disclosure