RA Capital Healthcare Fund LP 4

What Happened Dr. Zachary Scheiner, an Outside Director of SpyGlass Pharma (SGP), was granted a derivative award reported as 27,400 shares on Feb 5, 2026. The Form 4 records the grant as an acquisition (derivative) at $0.00 per share (total $0 reported). This was a compensatory option award under the issuer’s non-employee director compensation policy rather than an open‑market purchase or sale.

Key Details

• Transaction date: February 5, 2026; Form 4 filed February 9, 2026 (timely).
• Transaction type/code: Grant/Award (derivative), 27,400 shares @ $0.00.
• Vesting: 1/36th of the award vests monthly beginning on the Date of Grant (Feb 5, 2026) — effectively monthly vesting over 3 years (see footnote F1).
• Shares owned after transaction: Not disclosed in the filing.
• Reporter: RA Capital Management, L.P. (listed as a 10% owner); footnotes (F2, F3) state RA Capital and related parties disclaim beneficial ownership of the reported securities. Per F3, Dr. Scheiner holds the option for the benefit of RA Capital funds and must remit any net cash/stock received to the Adviser to offset advisory fees.
• Remark: Dr. Scheiner is a Principal of the Adviser and serves on SpyGlass’s board of directors.

Context This is a routine director compensation award (an option/derivative grant) with monthly vesting; it was reported by RA Capital due to fund-related arrangements and not reported as a personal open‑market purchase. The filing’s footnotes clarify the funds’ and Adviser’s relationships and that the reporting persons disclaim beneficial ownership beyond any pecuniary interest.