Form 4: Rapport CSO Sells 8,500 Shares via 10b5-1 Plan

Rapport Therapeutics’ Chief Scientific Officer David Bredt sold 8,500 shares on November 17, 2025 under a pre-set Rule 10b5-1 trading plan, retaining 401,142 shares.

Summary

• Chief Scientific Officer David Bredt executed two open-market sales totaling 8,500 common shares on 11/17/2025.
• Sales were made under a Rule 10b5-1 trading plan adopted on 12/12/2024.
• 3,156 shares sold at a weighted average price of $24.8399 (range: $24.16–$25.15).
• 5,344 shares sold at a weighted average price of $25.3922 (range: $25.16–$25.77).
• Estimated aggregate proceeds: approximately $214,090.64.
• Post-transaction direct beneficial ownership: 401,142 shares.
• Transaction code S indicates open-market sales.
• Attorney-in-Fact Troy Ignelzi signed on 11/18/2025.

Sentiment

Score: 5

Explanation: Neutral: modest, pre-planned insider sales with substantial remaining ownership and no operational or financial updates.

Positives

• Sales executed under a pre-established Rule 10b5-1 plan, reducing concerns about discretionary timing.
• Relatively small sale size (~2.1% of pre-transaction holdings), suggesting continued substantial ownership.
• Detailed price ranges disclosed, indicating transparency on execution levels.

Negatives

• Insider selling by a key executive (CSO) can be perceived negatively by some investors.
• No offsetting purchases or option exercises disclosed to suggest accumulation.

Future Outlook

No forward-looking statements or guidance provided in this Form 4.

Management Comments

• Transactions were executed pursuant to a Rule 10b5-1 trading plan adopted on 12/12/2024.
• Weighted average prices reflect multiple trades within disclosed ranges; detailed trade-by-trade information available upon request to the issuer, security holders, or SEC staff.

Industry Context

Pre-planned Rule 10b5-1 insider sales are common across biotech and broader life sciences to avoid trading while in possession of material nonpublic information; such transactions typically do not signal operational changes.

Comparison to Industry Standards

• Sale size (~2.1% of pre-transaction holdings) aligns with routine periodic 10b5-1 program sales often seen among biotech executives.
• Use of weighted average price disclosure with ranges matches best practices followed by large-cap peers (e.g., Vertex, Regeneron) when reporting multiple executions in a single day.
• Retention of a substantial post-transaction stake is consistent with governance expectations for senior R&D leaders in U.S.-listed biopharma companies.

Stakeholder Impact

• No dilution to shareholders, as sales were secondary market transactions by an insider.
• Some investors may interpret insider selling as a negative signal, potentially creating short-term sentiment pressure.
• Use of a Rule 10b5-1 plan may mitigate concerns about timing relative to material nonpublic information.

Next Steps

• Potential future trades may occur under the existing Rule 10b5-1 plan, subject to plan terms.

Key Dates

Keywords

Rapport Therapeutics, RAPP, Form 4, insider transaction, Rule 10b5-1, David Bredt, Chief Scientific Officer, common stock sale, beneficial ownership, biotech