Filing Details

Accession Number:
0001193805-17-003261
Form Type:
4
Zero Holdings:
No
Publication Time:
2017-10-10 09:40:07
Reporting Period:
2017-10-10
Accepted Time:
2017-10-10 09:40:07
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1649904 Rhythm Pharmaceuticals Inc. RYTM () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1009258 Deerfield Management Co 780 Third Avenue, 37Th Floor
New York NY 10017
No No Yes Yes
1010823 L.p. Mgmt Deerfield 780 Third Avenue
37Th Floor
New York NY 10017
No No Yes Yes
1352546 E James Flynn 780 Third Avenue, 37Th Floor
New York NY 10017
No No Yes Yes
1354395 Deerfield Special Situations Fund, L.p. 780 3Rd Avenue
37Th Floor
New York NY 10017
No No Yes Yes
1603333 Deerfield Private Design Fund Iii, L.p. 780 Third Avenue, 37Th Floor
New York NY 10017
No No Yes Yes
1610540 Deerfield Mgmt Iii, L.p. 780 Third Avenue, 37Th Floor
New York NY 10017
No No Yes Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2017-10-10 291,005 $0.00 291,005 No 4 C Indirect Through Deerfield Private Design Fund III, L.P.
Common Stock Acquisiton 2017-10-10 291,005 $0.00 291,005 No 4 C Indirect Through Deerfield Special Situations Fund, L.P.
Common Stock Acquisiton 2017-10-10 177,500 $17.00 468,505 No 4 P Indirect Through Deerfield Private Design Fund III, L.P.
Common Stock Acquisiton 2017-10-10 177,500 $17.00 468,505 No 4 P Indirect Through Deerfield Special Situations Fund, L.P.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect Through Deerfield Private Design Fund III, L.P.
No 4 C Indirect Through Deerfield Special Situations Fund, L.P.
No 4 P Indirect Through Deerfield Private Design Fund III, L.P.
No 4 P Indirect Through Deerfield Special Situations Fund, L.P.
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Series A Preferred Stock Disposition 2017-10-10 2,668,518 $0.00 291,005 $0.00
Common Stock Series A Preferred Stock Disposition 2017-10-10 2,668,518 $0.00 291,005 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 C Indirect
0 No 4 C Indirect
Footnotes
  1. Each share of Series A Preferred Stock automatically converted into 0.1090513 shares of the Issuer's common stock upon the closing of the Issuer's initial public offering (on an adjusted basis, after giving effect to the 1-for-9.17 reverse stock split effected by the Issuer in connection with its initial public offering).
  2. This Form 4 is being filed by the undersigned as well as the entities listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). Deerfield Mgmt III, L.P. is the general partner of Deerfield Private Design Fund III, L.P. ("Fund III"). Deerfield Mgmt, L.P. is the general partner of Deerfield Special Situations Fund, L.P. (collectively with Fund III, the "Funds"). Deerfield Management Company, L.P. is the investment manager of the Funds. James E. Flynn is the sole member of the general partner of each of Deerfield Mgmt III, L.P., Deerfield Mgmt, L.P. and Deerfield Management Company, L.P.
  3. In accordance with Instruction 4 (b)(iv) to Form 4, the entire amount of the Issuer's securities held by the Funds is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.