Assertio (ASRT) director cashes out shares and options in Zydus merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Assertio Holdings director Heather L. Mason reported the cash-out of her equity in connection with Assertio’s merger with Zydus entities. The filing shows that all of her common shares were disposed of pursuant to a tender offer completed at $23.50 per share in cash.
The transactions include 6,666 common shares held indirectly through a trust and 20,944 shares held directly, all converted into the right to receive the cash offer price at the merger’s effective time on June 16, 2026. In addition, stock options covering 5,415 shares at a $9.2565 exercise price and 36,666 shares at a $17.10 exercise price were cancelled and converted into cash based on the offer price, while options with exercise prices at or above the offer price received no payment. Following these steps, the Form 4 shows Mason with no remaining Assertio common shares or stock options.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Mason Heather L
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (Right to Buy) | 36,666 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 5,415 | $0.00 | -- |
| U | Common Stock | 20,944 | $0.00 | -- |
| U | Common Stock | 6,666 | $0.00 | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 0 shares (Direct, null);
Common Stock — 0 shares (Direct, null);
Common Stock — 0 shares (Indirect, By Trust)
Footnotes (1)
- This Form 4 reports securities disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 13, 2026, by and among Assertio Holdings, Inc. (the "Issuer"), Zydus Worldwide DMCC ("Parent"), Zara Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser") and Zydus Pharmaceuticals (USA) Inc., pursuant to which Purchaser completed a tender offer (the "Offer") for all outstanding shares of common stock of the Issuer ("Company Common Stock") at a price of $23.50 per share in cash, without interest (the "Offer Price"), and thereafter merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"), effective as of June 16, 2026 (the "Effective Time"). At the Effective Time, each issued and outstanding share of Company Common Stock was cancelled and converted into the right [continues to Footnote 2] [continues from Footnote 1] to receive the Offer Price, less any applicable withholding taxes. Pursuant to the Merger Agreement, each restricted stock unit of the Issuer (each, a "Company RSU") that was outstanding but unvested immediately prior to the Effective Time became fully vested as of immediately prior to the Effective Time and, at the Effective Time, each outstanding Company RSU was cancelled and converted into the right to receive a cash payment, less any applicable withholding taxes, equal to the Offer Price. Pursuant to the Merger Agreement, each option to purchase shares of Company Common Stock (each, a "Company Stock Option") that was outstanding immediately prior to the Effective Time, whether vested or unvested, with an exercise price per share less than the Offer Price, was cancelled at the Effective Time and converted into the right to receive a cash payment, less any applicable withholding taxes, equal to the product of (A) the excess of the Offer Price over the exercise price payable per share of Company Common Stock under such Company Stock Option, multiplied by (B) the total number of shares of Company Common Stock subject to such Company Stock Option. Each Company Stock Option with an exercise price per share equal to or greater than the Offer Price was cancelled at the Effective Time without any cash payment in respect thereof.
Key Figures
Tender offer price: $23.50 per share
Direct common shares disposed: 20,944 shares
Indirect common shares disposed: 6,666 shares
+3 more
6 metrics
Tender offer price
$23.50 per share
Cash consideration for each Assertio common share
Direct common shares disposed
20,944 shares
Common Stock, direct ownership, tender-offer disposition
Indirect common shares disposed
6,666 shares
Common Stock held by trust, tender-offer disposition
Options cancelled at $9.2565
5,415 options
Stock Option, exercise price $9.2565, converted to cash
Options cancelled at $17.10
36,666 options
Stock Option, exercise price $17.10, converted to cash
Common shares after transaction
0 shares
Total shares following transactions shown as zero
Key Terms
tender offer, Agreement and Plan of Merger, restricted stock unit, Company Stock Option, +1 more
5 terms
tender offer financial
"Purchaser completed a tender offer (the "Offer") for all outstanding shares"
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.
Agreement and Plan of Merger financial
"pursuant to the Agreement and Plan of Merger (the "Merger Agreement")"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
restricted stock unit financial
"each restricted stock unit of the Issuer (each, a "Company RSU")"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Company Stock Option financial
"each option to purchase shares of Company Common Stock (each, a "Company Stock Option")"
Offer Price financial
"at a price of $23.50 per share in cash, without interest (the "Offer Price")"
The offer price is the amount per share that a company or underwriter sets when selling new stock or bonds to investors, like the price tag on an item in a store. It matters because it determines how much investors must pay, shapes the initial market value of the security, and influences whether demand will be strong or weak — which affects early trading performance and potential returns.
FAQ
What did Assertio (ASRT) director Heather L. Mason report on this Form 4?
Heather L. Mason reported disposing of all her Assertio equity in connection with a cash tender offer and merger. Her common shares and certain stock options were cancelled and converted into the right to receive cash based on the offer price.
What happened to Heather L. Mason’s restricted stock units in the Assertio (ASRT) merger?
Each outstanding Assertio restricted stock unit became fully vested immediately before the merger took effect. At the effective time, each unit was cancelled and converted into a cash payment equal to the $23.50 offer price per share, less any applicable withholding taxes.
How were Assertio (ASRT) stock options treated under the Merger Agreement?
Each outstanding Assertio stock option with an exercise price below $23.50 was cancelled and converted into cash equal to the offer price minus the exercise price, multiplied by underlying shares. Options with exercise prices at or above $23.50 were cancelled without any cash payment.