RAPP Rapport Therapeutics Inc

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 11, 2025

 

 

Rapport Therapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-42121	88-0724208
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
1325 Boylston Street Suite 401
Boston, Massachusetts				02215
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (857) 321-8020

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value per share		RAPP		The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

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Item 2.02 Results of Operations and Financial Condition.

On March 11, 2025, Rapport Therapeutics, Inc. (the “Company”) announced its financial results and business highlights for the year ended December 31, 2024. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information included under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1		Press Release issued by Rapport Therapeutics, Inc. on March 11, 2025, furnished herewith.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Rapport Therapeutics, Inc.
Date:	March 11, 2025	By:	/s/ Troy Ignelzi
			Troy Ignelzi Chief Financial Officer

 

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Exhibit 99.1

Rapport Therapeutics Reports Fourth Quarter and Full Year 2024 Financial Results and Provides Business Update

BOSTON, Mass. and SAN DIEGO, Calif. – March 11, 2025 – Rapport Therapeutics, Inc. (Nasdaq: RAPP) (“Rapport” or the “Company”), a clinical-stage biotechnology company dedicated to the discovery and development of small molecule precision medicines for patients with neurological or psychiatric disorders, today reported financial results for the quarter and full year ended December 31, 2024, and provided a business update.

“With continued execution in the fourth quarter, Rapport is well positioned to deliver on multiple meaningful development milestones. The RAP-219 Phase 2a trial in patients with refractory focal epilepsy continues to advance with strong momentum; patient enrollment and dosing are progressing as planned, and the trial remains on track to deliver topline results in the third quarter of 2025. Based on data from 100 healthy subjects dosed, we continue to have confidence in RAP-219’s potential as a transformational medicine. The recently released PET and MAD-2 trial results demonstrated neuroanatomical specificity and favorable tolerability, further reinforcing our belief in its differentiated precision profile,” said Abraham N. Ceesay, CEO of Rapport. "We are committed to the pipeline-within-a-product strategy for RAP-219 and anticipate initiating a Phase 2a trial in bipolar mania in the third quarter of this year while continuing planning for our Phase 2a trial in diabetic peripheral neuropathic pain."

 

 

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BUSINESS HIGHLIGHTS

RAP-219 Lead Program

 

Focal Epilepsy

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Bipolar Disorder

Peripheral Neuropathic Pain

Corporate Updates

FOURTH QUARTER AND YEAR-END 2024 FINANCIAL RESULTS

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About RAP-219

RAP-219 is a clinical-stage AMPA receptor (AMPAR) negative allosteric modulator (NAM) designed to achieve neuroanatomical specificity through its selective targeting of a receptor associated protein (RAP) known as TARPg8, which is associated with neuronal AMPARs. Whereas AMPARs are distributed widely in the central nervous system, TARPg8 is expressed only in discrete regions, including the hippocampus and neocortex, where focal seizures often originate. By contrast, TARPg8 has minimal expression in the hindbrain, where drug effects are often associated with intolerable adverse events. With this precision approach, the Company believes RAP-219 has the potential to provide a differentiated profile as compared to traditional neuroscience medications. Due to the role of AMPA biology in various neurological disorders and the selective targeting of TARPg8, the Company believes RAP-219 has pipeline-in-a-product potential and is evaluating the compound as a transformational treatment for patients with focal epilepsy, bipolar disorder, and peripheral neuropathic pain.

 

Availability of Other Information About Rapport Therapeutics

Rapport Therapeutics uses and intends to continue to use its Investor Relations website and LinkedIn (Rapport Therapeutics) as a means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor the Company’s Investor Relations website and LinkedIn, in addition to following the Company’s press releases, SEC filings, public conference calls, presentations, and webcasts. The contents of the Company’s website or social media shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

About Rapport Therapeutics

Rapport Therapeutics is a clinical-stage biotechnology company dedicated to discovering and developing small molecule precision medicines for patients with neurological or psychiatric disorders. The Company’s founders have made pioneering discoveries related to the function of receptor associated proteins (RAPs) in the brain. Their findings form the basis of Rapport’s RAP technology platform, which enables a differentiated approach to generate precision small molecule product candidates with the potential to overcome many limitations of conventional neurology drug discovery. Rapport’s precision neuroscience pipeline includes the Company’s lead investigational drug, RAP-219, designed to achieve neuroanatomical specificity through its selective targeting of a RAP expressed in only discrete regions of the brain. The Company is currently pursuing RAP-219 as a potential treatment for refractory focal epilepsy, bipolar mania and diabetic peripheral neuropathic pain. Additional preclinical and late-stage discovery stage programs are also underway, including targeting chronic pain and hearing disorders.

Forward-Looking Statements

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This press release contains​ “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, each as amended. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements include, but are not limited to, express or implied statements regarding: the clinical development of RAP-219 for the treatment of drug-resistant focal epilepsy, peripheral neuropathic pain and bipolar disorder, including the initiation, timing, progress and results of our ongoing and planned clinical trials; the Company’s ability to resolve a clinical hold with the FDA; the potential activity and tolerability of RAP-219; the potential of Rapport’s RAP technology platform; and expectations for Rapport’s uses of capital, expenses and financial results, including its cash runway through the end of 2026.

Forward looking statements are based on management’s current expectations and are subject to risks and uncertainties that could negatively affect Rapport’s business, operating results, financial condition and stock value. Factors that could cause actual results to differ materially from those currently anticipated include: risks relating to the company’s research and development activities; Rapport’s ability to execute on its strategy including obtaining the requisite regulatory approvals on the expected timeline, if at all; uncertainties relating to preclinical and clinical development activities; the company’s dependence on third parties to conduct clinical trials, manufacture its product candidates and develop and commercialize its product candidates, if approved; Rapport’s ability to attract, integrate and retain key personnel; risks related to the company’s financial condition and need for substantial additional funds in order to complete development activities and commercialize a product candidate, if approved; risks related to regulatory developments and approval processes of the U.S. Food and Drug Administration and comparable foreign regulatory authorities; risks related to establishing and maintaining Rapport’s intellectual property protections; and risks related to the competitive landscape for Rapport’s product candidates; as well as other risks described in​ “Risk Factors,” in the company’s Registration Statement on Form S-1, and most recent Quarterly Report on Form 10-Q, as well as discussions of potential risks, uncertainties, and other important factors in Rapport’s subsequent filings with the Securities and Exchange Commission. Rapport expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations or any changes in events, conditions or circumstances on which any such statement is based, except as required by law, and claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Contact

Julie DiCarlo

Head of Communications & IR

Rapport Therapeutics

jdicarlo@rapportrx.com

 

 

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Rapport Therapeutics, Inc.

Consolidated Balance Sheet Data

(In thousands)

(unaudited)

 

 

		December 31, 2024				December 31, 2023
Assets
Current assets
Cash and cash equivalents		$	56,805			$	70,169
Short-term investments			248,475				77,309
Restricted cash			105				85
Prepaid expenses and other current assets			4,417				3,309
Total current assets			309,802				150,872
Property and equipment, net			3,529				1,916
Operating lease right of use asset, net			1,442				2,084
Other assets			160				551
Total assets		$	314,933			$	155,423
Liabilities, Convertible Preferred Stock and Stockholders’ Equity (Deficit)
Current liabilities
Accounts payable		$	1,954			$	2,502
Accrued expenses and other current liabilities			6,076				5,631
Operating lease liability			737				670
Total current liabilities			8,767				8,803
Series B preferred stock tranche right liability			—				4,200
Operating lease liability, net of current portion			739				1,476
Total liabilities			9,506				14,479
Commitments and contingencies
Series A convertible preferred stock			—				89,487
Series B convertible preferred stock			—				77,091
Stockholders’ equity (deficit)
Undesignated preferred stock			—				—
Common Stock			37				4
Additional paid-in capital			429,657				19,796
Accumulated other comprehensive income			(522	)			4
Accumulated deficit			(123,745	)			(45,438	)
Total stockholders’ equity (deficit)			305,427				(25,634	)
Total liabilities, convertible preferred stock, and stockholders’ equity		$	314,933			$	155,423

 

 

 

 

 

 

 

 

 

 

 

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Rapport Therapeutics, Inc.

Condensed Consolidated Statement of Operations

(In thousands, except share and per share data)

(unaudited)

 

		For the three months ended December 31,								For the year ended December 31,
		2024				2023				2024				2023
Operating expenses
Research and development		$	17,199			$	11,799			$	60,935			$	27,999
General and administrative			6,322				2,995				22,120				8,180
Total operating expenses			23,521				14,794				83,055				36,179
Loss from operations			(23,521	)			(14,794	)			(83,055	)			(36,179	)
Other income (expense):
Interest income			3,541				1,375				12,138				2,527
Change in fair value of preferred stock tranche right liability			—				(94	)			(7,390	)			(1,124	)
Total other income, net			3,541				1,281				4,748				1,403
Net loss before income taxes			(19,980	)			(13,513	)			(78,307	)			(34,776	)
Provision for income taxes			—				6				—				10
Net loss			(19,980	)		$	(13,519	)		$	(78,307	)		$	(34,786	)
Net loss per share attributable to common stockholders, basic    and diluted		$	(0.57	)		$	(8.01	)		$	(3.78	)		$	(23.10	)
Weighted-average common shares outstanding, basic and diluted			35,069,296				1,687,087				20,738,338				1,505,774

 

 

 

Rapport Therapeutics, Inc.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(unaudited)

 

		For the three months ended December 31,								For the year ended December 31,
		2024				2023				2024				2023
Net cash used in operating activities		$	(14,446	)		$	(10,357	)		$	(64,828	)		$	(27,181	)
Net cash used in investing activities			31,930				(78,661	)			(170,141	)			(78,860	)
Net cash provided by financing activities			7				(140	)			221,625				145,136
Net increase in cash, cash equivalents and restricted cash		$	17,491			$	(89,158	)		$	(13,344	)		$	39,095

 

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v3.25.0.1

Document And Entity Information	Mar. 11, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 11, 2025
Entity Registrant Name	Rapport Therapeutics, Inc.
Entity Central Index Key	0002012593
Entity Emerging Growth Company	true
Entity File Number	001-42121
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	88-0724208
Entity Address, Address Line One	1325 Boylston Street
Entity Address, Address Line Two	Suite 401
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02215
City Area Code	(857)
Local Phone Number	321-8020
Entity Information, Former Legal or Registered Name	Not Applicable
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Ex Transition Period	false
Title of 12(b) Security	Common Stock, $0.001 par value per share
Trading Symbol	RAPP
Security Exchange Name	NASDAQ

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