Sec Form 4 Filing - Novartis Bioventures Ltd @ Ra Pharmaceuticals, Inc. - 2016-10-31

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Novartis Bioventures Ltd 2. Issuer Name and Ticker or Trading Symbol Ra Pharmaceuticals, Inc. [ RARX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O NOVARTIS INTERNATIONAL AG, WSJ-200.220 3. Date of Earliest Transaction (MM/DD/YY) 10/31/2016 (Street) CH-4002 BASEL, V80000000000 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Common Stock 10/31/2016 X 62,914 A $ 0.07 ( 2 ) 62,914 D ( 1 ) Common Stock 10/31/2016 S( 2 ) 339 D $ 13 ( 2 ) 62,575 D ( 1 ) Common Stock 10/31/2016 C 1,389,797 A 1,452,372 D ( 1 ) Common Stock 10/31/2016 C 522,561 A 1,974,933 D ( 1 ) Common Stock 10/31/2016 C 486,104 A 2,461,037 D ( 1 ) Common Stock 10/31/2016 P 84,615 A $ 13 2,545,652 D ( 1 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Warrants to Purchase Common Stock $ 0.07 ( 2 ) 10/31/2016 X 62,914 ( 2 ) 04/01/2022 Common Stock 62,914 ( 2 ) 0 D ( 1 ) Series A Preferred Stock ( 3 ) 10/31/2016 C 9,728,589 ( 3 ) ( 3 ) Common Stock 1,389,797 ( 3 ) 0 D ( 1 ) Series B-1 Preferred Stock ( 4 ) 10/31/2016 C 3,657,932 ( 4 ) ( 4 ) Common Stock 522,561 ( 4 ) 0 D ( 1 ) Series B-2 Preferred Stock ( 5 ) 10/31/2016 C 3,402,729 ( 5 ) ( 5 ) Common Stock 486,104 ( 5 ) 0 D ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Novartis Bioventures Ltd C/O NOVARTIS INTERNATIONAL AG WSJ-200.220 CH-4002 BASEL, V80000000000 X NOVARTIS AG LICHTSTRASSE 35 BASEL, V8CH 4056 X Signatures /s/ Simon Zivi, Authorized Signatory /s/ Laurieann Chaikowsky, Authorized Signatory 10/31/2016 Signature of Reporting Person Date /s/ Simon Zivi, Chairman /s/ Laurieann Chaikowsky, Authorized Signatory 10/31/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The board of directors of Novartis Bioventures Ltd. has sole voting and investment control and power over such securities. None of the members of its board of directors has individual voting or investment power with respect to such securities and each disclaims beneficial ownership of such securities. Novartis Bioventures Ltd. is an indirectly owned subsidiary of Novartis AG. ( 2 )The Warrants automatically exercised immediately prior to the closing of the Issuer's initial public offering for such number of shares issuable pursuant to a cashless net exercise provision, resulting in the Issuer withholding 339 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 62,575 shares, after deducting the aggregate exercise price. ( 3 )Each share of the Series A Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date. ( 4 )Each share of the Series B-1 Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date. ( 5 )Each share of the Series B-2 Preferred Stock is convertible into Common Stock on a 1-for-7 basis automatically upon the closing of the Issuer's initial public offering, and has no expiration date.

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