Rapport Therapeutics Inc

For the period ended Dec 31, 2024. Filed Mar 11, 2025.

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 11, 2025

RAPP$25.96-0.4%Stored close · as of Nov 10, 2026

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Contents

Item 15. Exhibits and Financial Statement Schedules

Financial Statements

For a list of the financial statements included herein, see the Index to Consolidated Financial Statements under Item 8 of this Annual Report on Form 10-K, which is incorporated by reference.

Financial Statement Schedules

All financial statement schedules have been omitted because they are not applicable, not required or the information required is shown in the financial statements or the notes thereto.

Exhibits.

The following is a list of exhibits filed as part of this Annual Report on Form 10-K:

ExhibitNumber	Description
3.1	Third Amended and Restated Certificate of Incorporation of Rapport Therapeutics, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on June 10, 2024).
3.2	Amended and Restated Bylaws of Rapport Therapeutics, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on June 10, 2024).
4.1	Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).
4.2	Amended and Restated Investors’ Rights Agreement, by and among the Company and certain of its stockholders, dated as of August 7, 2023 (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).
4.3*	Description of Securities of the Company.
10.1#	Form of Stock Purchase Agreement, by and among the Company and the Purchasers party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 10, 2024).
10.2#	Rapport Therapeutics, Inc. 2024 Stock Option and Incentive Plan and forms of award agreements thereunder (incorporated by reference to Exhibit 10.2 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 filed on June 3, 2024).
10.3#	2024 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.3 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 filed on June 3, 2024).
10.4#	Indemnification Agreement (incorporated by reference to Exhibit 10.4 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 filed on June 3, 2024).
10.5#	Senior Executive Cash Incentive Bonus Plan (incorporated by reference to Exhibit 10.5 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 filed on June 3, 2024).
10.6#	Rapport Therapeutics, Inc. Non-Employee Director Compensation Policy (incorporated by reference to Exhibit 10.6 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 filed on June 3, 2024).
10.7#	Employment Agreement, by and between the Company and Abraham N. Ceesay, M.B.A., effective as of June 10, 2024 (incorporated by reference to Exhibit 10.7 to the Company’s Form 10-Q filed on August 8, 2024).
10.8#	Employment Agreement, by and between the Company and Troy Ignelzi, effective as of June 10, 2024(incorporated by reference to Exhibit 10.8 to the Company’s Form 10-Q filed on August 8, 2024).
10.9†+	Employment Agreement, by and between the Company and Cheryl Gault, effective as of June 10, 2024 (incorporated by reference to Exhibit 10.9 to the Company’s Form 10-Q filed on August 8, 2024).
10.10†+	Option and License Agreement, by and between the Company and Janssen Pharmaceutica NV, dated August 9, 2022, as amended (incorporated by reference to Exhibit 10.10 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).
10.11†+	Master Services Agreement, by and between the Company and NeuroPace Inc., dated November 28, 2023.(incorporated by reference to Exhibit 10.11 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).
10.12†+	Statement of Work #1, by and between the Company and NeuroPace Inc., dated November 28, 2023, as amended March 1, 2024 (incorporated by reference to Exhibit 10.12 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).

10.13†+	Sublease Agreement, by and between the Company and Whoop, Inc., dated June 15, 2023 (incorporated by reference to Exhibit 10.13 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).
10.14†+	Lease Agreement, by and between the Company and ARE-9880 Campus Point, LLC, dated February 12, 2024 (incorporated by reference to Exhibit 10.15 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).
19.1*	Rapport Therapeutics, Inc. Insider Trading Policy.
21.1	Subsidiaries of the Company (incorporated by reference to Exhibit 21.1 to the Company’s Registration Statement on Form S-1 filed on May 17, 2024).
23.1*	Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm.
31.1*	Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1*	Rapport Therapeutics, Inc. Compensation Recovery Policy.
101.INS*	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCH*	Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.
104*	Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

Filed herewith.

** Furnished herewith.

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