Form 4: Rapport Therapeutics COO Sells Shares Post-Option Exercise

Rapport Therapeutics' Chief Operating Officer, Cheryl Gault, exercised stock options and immediately sold an equal number of common shares under a pre-arranged 10b5-1 trading plan.

Summary

• Cheryl Gault, Chief Operating Officer of Rapport Therapeutics, Inc. (RAPP), exercised options to acquire 5,000 shares of common stock at an exercise price of $1.80 per share.
• Concurrently, Gault sold 5,000 shares of common stock at a weighted average price of $30.0973 per share, with individual transaction prices ranging from $30.00 to $30.20.
• These transactions occurred on November 26, 2025, and were executed pursuant to a Rule 10b5-1 trading plan adopted on December 11, 2024.
• Following these transactions, Gault's direct beneficial ownership of common stock decreased from 176,928 shares to 171,928 shares.
• The number of derivative securities (stock options) beneficially owned by Gault decreased by 5,000 to 105,407.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While it's an insider sale, it was pre-planned under a 10b5-1 plan, which reduces the negative signal often associated with insider selling. The significant profit from the option exercise also reflects positively on the company's stock performance.

Positives

• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, indicating a planned and not reactive sale, which often mitigates negative market perception.
• The sale price of $30.0973 per share is significantly higher than the exercise price of $1.80, indicating a substantial gain for the insider from the vested options.

Negatives

• An insider sale, even if planned, reduces the insider's direct equity stake in the company, which can sometimes be perceived as a slight reduction in alignment with shareholder interests.

Industry Context

Insider transactions, particularly those executed under Rule 10b5-1 plans, are a common occurrence across all industries, including biotechnology. While a sale reduces an insider's direct equity stake, the pre-planned nature often mitigates concerns about immediate negative sentiment, as it typically reflects personal financial planning rather than a reaction to new, undisclosed corporate information.

Stakeholder Impact

• Shareholders: May view the sale as a routine personal financial planning event due to the 10b5-1 plan, or potentially as a slight reduction in insider alignment, though the remaining holdings are substantial.
• Employees: No direct impact mentioned.
• Customers/Suppliers/Creditors: No direct impact mentioned.

Next Steps

• Remaining stock options will continue to vest in thirty-six equal monthly installments, subject to the Reporting Person's continued service on each such vesting date.

Key Dates

Recommendation

The filing details a routine insider transaction (exercise and sell-to-cover) executed under a pre-arranged 10b5-1 plan. This type of transaction is generally not indicative of a change in the company's fundamental outlook or a lack of confidence from the insider. While it reduces the insider's direct share count, the planned nature and the significant profit realized suggest personal financial management rather than a bearish signal. Therefore, it does not provide new information that would warrant a change in investment recommendation; a 'hold' stance is appropriate unless other fundamental factors change.

Keywords

Rapport Therapeutics, RAPP, Cheryl Gault, Insider Trading, Form 4, Stock Option Exercise, Share Sale, 10b5-1 Plan, Biotechnology, Pharmaceuticals