SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Kollender Richard S (Last) (First) (Middle) C/O RAPID MICRO BIOSYSTEMS, INC. 1001 PAWTUCKET BOULEVARD WEST, SUITE 280 (Street) LOWELL MA 01854 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol RAPID MICRO BIOSYSTEMS, INC. [ RPID ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/19/2021
	4. If Amendment, Date of 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

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
Class A Common Stock	07/19/2021		C		1,315,084	A	(1)	1,373,193	I	Held by Quaker Bioventures II, L.P.(2)

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 Securities Underlying Derivative Security (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: 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
Series A1 Preferred Stock	(1)	07/19/2021		C			4,623,796	(1)	(1)	Class A Common Stock	924,759	(1)	0	I	Held by Quaker Bioventures II, L.P.(2)
Series B1 Preferred Stock	(1)	07/19/2021		C			1,130,906	(1)	(1)	Class A Common Stock	226,180	(1)	0	I	Held by Quaker Bioventures II, L.P.(2)
Series C1 Preferred Stock	(1)	07/19/2021		C			820,729	(1)	(1)	Class A Common Stock	164,145	(1)	0	I	Held by Quaker Bioventures II, L.P.(2)
Series A1 Warrant	$0.01	07/19/2021		C(3)			410,051	(3)	07/24/2027	Series A1 Preferred Stock	410,051	(3)	0	I	Held by Quaker Bioventures II, L.P.(2)
Common Stock Warrant	$0.05	07/19/2021		C		82,010		(4)	07/24/2027	Class A Common Stock	82,010	(3)	82,010	I	Held by Quaker Bioventures II, L.P.(2)
Series B1 Warrant	$0.01	07/19/2021		C(3)			64,516	(4)	01/17/2028	Series B1 Preferred Stock	64,516	(3)	0	I	Held by Quaker Bioventures II, L.P.(2)
Common Stock Warrant	$0.05	07/19/2021		C		12,903		(4)	01/17/2028	Class A Common Stock	12,903	(3)	12,903	I	Held by Quaker Bioventures II, L.P.(2)
Series B1 Warrant	$0.01	07/19/2021		C(3)			64,516	(4)	12/06/2027	Series B1 Preferred Stock	64,516	(3)	0	I	Held by Quaker Bioventures II, L.P.(2)
Common Stock Warrant	$0.05	07/19/2021		C		12,903		(4)	12/06/2027	Class A Common Stock	12,903	(3)	12,903	I	Held by Quaker Bioventures II, L.P.(2)

Explanation of Responses:

1. The Series A1 Preferred Stock, the Series B1 Preferred Stock and the Series C1 Preferred Stock (collectively, the "Preferred Stock") are convertible at any time, at the holder's election and have no expiration date. Each share of Preferred Stock automatically converted into 0.20 shares of the Issuer's Class A Common Stock upon the closing of the Issuer's initial public offering.

2. These shares are held directly by Quaker Bioventures II, L.P. The Reporting Person is a managing director of Quaker Bioventures Capital II, L.P., the parent of Quaker Bioventures II, L.P. and may be deemed to beneficially hold the shares.

3. The Issuer's Preferred Stock warrants automatically converted into warrants to purchase Common Stock immediately prior to the closing of the Issuer's initial public offering without payment or further consideration. The transaction is listed solely for the purpose of reporting the change in the shares underlying the warrants.

4. Immediately exercisable.

	/s/ Jonathan Paris, Attorney-in-Fact for Richard Kollender	07/20/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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