RA Capital Management Amends Solid Biosciences Stake

TL;DR

RA Capital updated their 13D on Solid Biosciences, showing changes in their stake.

AI Summary

On June 12, 2024, RA Capital Management, L.P. filed an amendment (Amendment No. 8) to its Schedule 13D for Solid Biosciences Inc. The filing indicates a change in beneficial ownership of the company's common stock. RA Capital Management, L.P. and its affiliates, including Peter Kolchinsky and RA Capital Healthcare Fund, L.P., are listed as group members.

Why It Matters

This filing signals a potential shift in significant shareholding and influence over Solid Biosciences Inc., which could impact the company's strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership by significant investors like RA Capital can indicate shifts in strategy or market sentiment, requiring close monitoring.

Key Players & Entities

• RA Capital Management, L.P. (company) — Filing entity and significant shareholder
• Solid Biosciences Inc. (company) — Subject company
• Peter Kolchinsky (person) — Member of RA Capital group
• RA Capital Healthcare Fund, L.P. (company) — Affiliate of RA Capital Management
• Rajeev Shah (person) — Member of RA Capital group

FAQ

Key Financial Figures

• $0.001 — Inc. (Name of Issuer) Common stock, $0.001 par value per share (Title of Class o

Filing Documents

• tm2417136d1_sc13da.htm (SC 13D/A) — 81KB
• 0001104659-24-070940.txt ( ) — 83KB

Security and Issuer

Item 1. Security and Issuer This Amendment No. 8 (this “ Amendment No. 8 ” or this “ Schedule 13D/A ”) amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the “ SEC ”) on February 9, 2018, as amended by Amendment No. 1 filed on July 30, 2019, Amendment No. 2 filed on December 16, 2020, Amendment No. 3 filed on March 23, 2021, Amendment No. 4 filed on September 6, 2022, Amendment No. 5 filed on October 4, 2022, Amendment No. 6 filed on December 5, 2022 and Amendment No. 7 filed on January 11, 2024 (the “ Statement ”), by the Reporting Persons with respect to the common stock, $0.001 par value (the “ Common Stock ”), of Solid Biosciences Inc. , a Delaware corporation (the “ Issuer ”). Unless otherwise defined herein, capitalized terms used in this Amendment No. 8 shall have the meanings ascribed to them in the Statement. Unless amended or supplemented below, the information in the Statement remains unchanged.

Identity and Background

Item 2. Identity and Background

of the Statement is hereby

Item 2 of the Statement is hereby amended and restated as follows: (a) This Schedule 13D/A is being filed on behalf of RA Capital Management, L.P. (“ RA Capital ”), Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the “ Fund ”). RA Capital, Dr. Kolchinsky, Mr. Shah and the Fund are collectively referred to herein as the “ Reporting Persons .” The agreement among the Reporting Persons to file this Schedule 13D/A jointly in accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, (the “ Act ”), is attached hereto as Exhibit 1. The Reporting Persons’ beneficial ownership of the Issuer’s Common Stock consists of (i) 4,192,216 shares of Common Stock directly held by the Fund; (ii) 109,661 shares of Common Stock directly held by the RA Capital Nexus Fund, L.P (the “ Nexus Fund ”); (iii) 28,569 shares of Common Stock directly held by a separately managed account (the “ Account ”); and (iv) a total of 28,032 vested stock options (right to buy) held by Rajeev Shah for the benefit of RA Capital. Mr. Shah resigned from the board of directors of the Issuer effective June 11, 2024. RA Capital Healthcare Fund GP, LLC is the general partner of the Fund and RA Capital Nexus Fund II GP, LLC is the general partner of the Nexus Fund. The general partner of RA Capital is RA Capital Management GP, LLC, of which Dr. Kolchinsky and Mr. Shah are the controlling persons. RA Capital serves as investment adviser for each of the Fund, the Nexus Fund and the Account and may be deemed a beneficial owner, for purposes of Section 13(d) of the Act, of any securities of the Issuer held by the Fund, the Nexus Fund or the Account. Each of the Fund and the Nexus Fund has delegated to RA Capital the sole power to vote and the sole power to dispose of all securities held in its portfolio, including the shares of the Issuer’s Common Stock reported herein. Because each

of the Statement is hereby

Item 4 of the Statement is hereby amended and supplemented as follows: Rajeev Shah, a Managing Partner of RA Capital, resigned from the Issuer’s board of directors, effective as of June 11, 2024.

Interest in Securities of the

Item 5. Interest in Securities of the Issuer

of the Statement is hereby

Item 5 of the Statement is hereby amended and restated as follows: (a) The information set forth in rows 11 and 13 of the cover pages to this Schedule 13D/A is incorporated by reference. The percentage set forth in row 13 is based on the sum of (i) 38,379,413 shares of Common Stock outstanding as of May 10, 2024, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on May 15, 2024 and (ii) 28,032 shares of Common Stock issuable upon the exercise of stock options. (b) The information set forth in rows 7 through 10 of the cover pages to this Schedule 13D/A and Item 2 above is incorporated by reference. (c) Schedule A sets forth all transactions with respect to the shares of Common Stock effected during the past sixty days by any Reporting Person and is incorporated herein by reference. (d) No person (other than the Reporting Persons) is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock subject to this Schedule 13D/A. (e) Not applicable. CUSIP No. 83422E 105

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: June 12, 2024 RA CAPITAL MANAGEMENT, L.P. By: /s/ Peter Kolchinsky Name: Peter Kolchinsky Title: Authorized Signatory PETER KOLCHINSKY /s/ Peter Kolchinsky RAJEEV SHAH /s/ Rajeev Shah RA CAPITAL HEALTHCARE FUND, L.P. By: RA Capital Healthcare Fund GP, LLC Its: General Partner By: /s/ Peter Kolchinsky Name: Peter Kolchinsky Title: Manager CUSIP No. 83422E 105 SCHEDULE A Transaction Purchaser Date No. Shares Price Vest Stock Option (Right to Buy) RA Capital 06/06/2024 9,650 (1) (1) This option represents a right to purchase a total of 9,650 shares of the Issuer's Common Stock, which vested in full on June 6, 2024. CUSIP No. 83422E 105 EXHIBIT 1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of June 12, 2024, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “ Filers ”). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or 13D with respect to Common Stock, par value $0.001 per share of Solid Biosciences Inc. beneficially owned by them from time to time. Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13G and/or 13D (and any amendments thereto) on behalf of each of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule. This Joint Filing Agreement may be terminated by any of the Filers upon one week’s prior written notice or such lesser period of notice as the Filers may mutually agree.

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View this SC 13D/A filing on SEC EDGAR