Applied Therapeutics (APLT) director stock and options cashed out

Rhea-AI Filing Summary

Applied Therapeutics, Inc. completed a merger in which each common share was converted into cash and a contingent value right. Under the Merger Agreement with Cycle Group Holdings Limited and AT2B, INC., each outstanding share became entitled to receive $0.088 in cash per share plus one non-tradeable contingent value right.

Director Skyler Jay S tendered all common shares for this merger consideration and no longer holds Applied Therapeutics stock. In addition, several stock options with exercise prices at or above the cash amount were fully vested and then cancelled at the merger’s effective time without any payment.

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

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X

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SKYLER JAY S

(Last) (First) (Middle)

C/O APPLIED THERAPEUTICS, INC.

545 FIFTH AVENUE, SUITE 1400

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Applied Therapeutics, Inc. [ APLT ]

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)
02/03/2026

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
Common Stock	02/03/2026		D(1)(2)		22,500	D	(1)(2)	42,500	D
Common Stock	02/03/2026		U(1)(3)		42,500	D	(1)(3)	0	D

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
Stock Option (Right to Buy)	$1.05	02/03/2026		D			20,460	(4)	(4)	Common Stock	20,460	(4)	0	D
Stock Option (Right to Buy)	$1.05	02/03/2026		D			10,230	(4)	(4)	Common Stock	10,230	(4)	0	D
Stock Option (Right to Buy)	$1.05	02/03/2026		D			16,500	(4)	(4)	Common Stock	16,500	(4)	0	D
Stock Option (Right to Buy)	$1.05	02/03/2026		D			16,500	(4)	(4)	Common Stock	16,500	(4)	0	D
Stock Option (Right to Buy)	$0.395	02/03/2026		D			200,000	(4)	(4)	Common Stock	200,000	(4)	0	D

Explanation of Responses:

1. Pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement") dated as of December, 11, 2025, among the Issuer, Cycle Group Holdings Limited and AT2B, INC. ("Purchaser"), Purchaser completed a tender offer for shares of Issuer and thereafter merged with and into the Issuer (the "Merger"), effective as of January 28, 2026, with the Issuer surviving the Merger. At the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer common stock was cancelled and converted into the right to receive (i) $0.088 per share of common stock, net to the seller in cash, without interest (the "Closing Amount") plus (ii) one non-tradeable contingent value right, in accordance with the terms and subject to the conditions of a contingent value rights agreement (the "Merger Consideration").

2. Pursuant to the Merger Agreement, at the Effective Time, each outstanding RSU (whether vested or unvested) was deemed to have vested and was cancelled and automatically converted into the right to receive the Merger Consideration.

3. Pursuant to the Merger Agreement, each share of common stock tendered by the Reporting Person was tendered in exchange for the Merger Consideration.

4. Pursuant to the Merger Agreement, at the Effective Time, each option to purchase shares of common stock (each a "Stock Option") that has a per share exercise price that equals or exceeds the Closing Amount as of immediately prior to the Effective time (each such Stock Option, an "Out-of-the-Money Option"), to the extent not vested, was fully vested as of prior to the Effective Time. Any Out-of-the-Money Options that remained outstanding and unexercised as of the Effective Time were cancelled for no consideration at the Effective Time.

	/s/ Leslie D. Funtleyder, as attorney-in-fact	02/03/2026
	** 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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FAQ

What insider transaction did Applied Therapeutics (APLT) director Skyler Jay S report?

Director Skyler Jay S reported tendering all Applied Therapeutics common shares in connection with a completed merger. The shares were converted into the right to receive $0.088 per share in cash plus one non-tradeable contingent value right, leaving no remaining common stock ownership.

What merger affected Applied Therapeutics (APLT) director holdings in this Form 4?

A merger under a December 11, 2025 Merger Agreement among Applied Therapeutics, Cycle Group Holdings Limited and AT2B, INC. affected the director’s holdings. The merger became effective January 28, 2026, after a tender offer, with Applied Therapeutics surviving as the post-merger entity.

What consideration did Applied Therapeutics (APLT) shareholders receive in the merger?

Each outstanding Applied Therapeutics common share was cancelled and converted into the right to receive $0.088 per share in cash, net to the seller without interest, plus one non-tradeable contingent value right under a contingent value rights agreement, together defined as the merger consideration.

How were Applied Therapeutics (APLT) restricted stock units treated in the merger?

At the effective time of the merger, each outstanding restricted stock unit, whether vested or unvested, was deemed to have vested, then cancelled and automatically converted into the right to receive the same merger consideration as common shares: $0.088 in cash per share plus one non-tradeable contingent value right.

What happened to Applied Therapeutics (APLT) stock options in this Form 4?

At the merger effective time, each stock option with a per-share exercise price equal to or above the $0.088 cash amount was fully vested and then cancelled for no consideration. These out-of-the-money options, including those reported by the director, ceased to exist after the merger closed.

Did the Applied Therapeutics (APLT) director retain any shares or options after the merger?

According to the Form 4 data, the director’s reported common stock position went to zero after tendering shares for the merger consideration. All reported stock options with exercise prices at or above the $0.088 cash amount were cancelled at the merger’s effective time for no consideration, leaving none outstanding.