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Rapt Therapeutics Inc.

11/15/2024 | Press release | Distributed by Public on 11/15/2024 19:01

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Wong Brian Russell
2. Issuer Name and Ticker or Trading Symbol
RAPT Therapeutics, Inc. [RAPT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
PRESIDENT AND CEO
(Last) (First) (Middle)
C/O RAPT THERAPEUTICS, INC., 561 ECCLES AVENUE 		3. Date of Earliest Transaction (Month/Day/Year)
11/13/2024
(Street)
SOUTH SAN FRANCISCO, CA 94080 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5) 		6. Date Exercisable and Expiration Date
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4) 		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $12 11/13/2024 D(1) 83,333 (1) 10/29/2029 Common Stock 83,333 $ 0 0 D
Employee Stock Option (right to buy) $1.57 11/13/2024 A(1) 83,333 (1) 10/29/2029 Common Stock 83,333 $ 0 83,333 D
Employee Stock Option (right to buy) $44.66 11/13/2024 D(2) 60,000 (3) 01/29/2030 Common Stock 60,000 $ 0 0 D
Employee Stock Option (right to buy) $1.57 11/13/2024 A(2) 60,000 (3) 01/29/2030 Common Stock 60,000 $ 0 60,000 D
Employee Stock Option (right to buy) $19.53 11/13/2024 D(4) 150,000 (5) 01/27/2031 Common Stock 150,000 $ 0 0 D
Employee Stock Option (right to buy) $1.57 11/13/2024 A(4) 150,000 (5) 01/27/2031 Common Stock 150,000 $ 0 150,000 D
Employee Stock Option (right to buy) $19.86 11/13/2024 D(6) 300,000 (7) 01/27/2032 Common Stock 300,000 $ 0 0 D
Employee Stock Option (right to buy) $1.57 11/13/2024 A(6) 300,000 (7) 01/27/2032 Common Stock 300,000 $ 0 300,000 D
Employee Stock Option (right to buy) $29.05 11/13/2024 D(8) 250,000 (9) 01/30/2033 Common Stock 250,000 $ 0 0 D
Employee Stock Option (right to buy) $1.57 11/13/2024 A(8) 250,000 (9) 01/30/2033 Common Stock 250,000 $ 0 250,000 D
Employee Stock Option (right to buy) $24.75 11/13/2024 D(10) 275,000 (11) 01/30/2034 Common Stock 275,000 $ 0 0 D
Employee Stock Option (right to buy) $1.57 11/13/2024 A(10) 275,000 (11) 01/30/2034 Common Stock 275,000 $ 0 275,000 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wong Brian Russell
C/O RAPT THERAPEUTICS, INC.
561 ECCLES AVENUE
SOUTH SAN FRANCISCO, CA 94080 		X PRESIDENT AND CEO

Signatures

/s/ Rodney Young, Attorney-in-Fact 11/15/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on October 30, 2019 and is fully vested.
(2) The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 30, 2020.
(3) 1/48th of the shares subject to the option vested or shall shall vest on each monthly anniversary of the vesting start date of January 1, 2020.
(4) The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 28, 2021.
(5) 1/48th of the shares subject to the option vested or shall vest on each monthly anniversary of the vesting commencement date of January 1, 2021.
(6) The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 28, 2022.
(7) 1/48th of the shares subject to the option vested or shall vest on each monthly anniversary of the vesting commencement date of January 1, 2022.
(8) The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 31, 2023.
(9) 1/48th of the shares subject to the option shall vest on each monthly anniversary of the vesting commencement date of January 1, 2023.
(10) The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 31, 2024.
(11) 1/48th of the shares subject to the option shall vest on each monthly anniversary of the vesting commencement date of January 1, 2024.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.