STOCK TITAN

Assertio (ASRT) director’s shares and options cashed out in $23.50 Zydus buyout

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Assertio Holdings, Inc. director Sravan Kumar Emany reported that all of his equity in the company was cashed out in connection with Assertio’s merger with Zydus Worldwide DMCC. On June 16, 2026, 23,855 shares of common stock were disposed of pursuant to the tender offer at the cash Offer Price of $23.50 per share. In addition, stock options covering 5,415, 5,415 and 1,753 shares of common stock, with exercise prices of $9.2565, $15.1500 and $16.0500 respectively, were cancelled and converted into cash rights under the merger agreement. Following these transactions, the filing shows Emany with zero reported direct holdings of Assertio common stock or related options.

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Insights

Director’s equity fully cashed out as Assertio goes private in Zydus deal.

The filing shows Sravan Kumar Emany, a director of Assertio Holdings, having all reported equity interests converted to cash in the Zydus acquisition. Common shares were tendered at $23.50 per share, consistent with the disclosed Offer Price.

All listed stock options with exercise prices below the Offer Price were cancelled and converted into cash based on the spread between $23.50 and each option’s strike price, while options at or above the Offer Price received no payment under the merger terms. No remaining derivative positions are shown.

For existing investors, this reflects completion mechanics of a previously agreed merger rather than a discretionary trade. Subsequent disclosures from the acquirer or surviving entity would provide any future financial information, since Assertio becomes a wholly owned subsidiary after June 16, 2026.

Insider Emany Sravan Kumar
Role null
Type Security Shares Price Value
Disposition Stock Option (Right to Buy) 1,753 $0.00 --
Disposition Stock Option (Right to Buy) 5,415 $0.00 --
Disposition Stock Option (Right to Buy) 5,415 $0.00 --
U Common Stock 23,855 $0.00 --
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct, null); Common Stock — 0 shares (Direct, null)
Footnotes (1)
  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.
Common shares disposed 23,855 shares Tender offer disposition on June 16, 2026
Tender offer price $23.50 per share Cash consideration per Assertio common share
Option strike price 1 $9.2565 per share Stock option on 5,415 underlying shares cancelled for cash
Option strike price 2 $15.1500 per share Stock option on 5,415 underlying shares cancelled for cash
Option strike price 3 $16.0500 per share Stock option on 1,753 underlying shares cancelled for cash
Post-transaction holdings 0 shares/options Total direct Assertio equity reported after merger
Agreement and Plan of Merger regulatory
"This Form 4 reports securities disposed of pursuant to the Agreement and Plan of Merger"
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.
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.
Offer Price financial
"Company Common Stock 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.
restricted stock unit financial
"each restricted stock unit of the Issuer (each, a "Company RSU") that was outstanding"
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")"
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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Emany Sravan Kumar

(Last)(First)(Middle)
ASSERTIO HOLDINGS, INC.
100 SOUTH SAUNDERS ROAD, SUITE 300

(Street)
LAKE FOREST ILLINOIS 60045

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Assertio Holdings, Inc. [ ASRT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/16/2026U23,855(1)(2)(3)D$00D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$16.0506/16/2026D1,753 (4) (4)Common Stock1,753(4)0D
Stock Option (Right to Buy)$15.1506/16/2026D5,415 (4) (4)Common Stock5,415(4)0D
Stock Option (Right to Buy)$9.256506/16/2026D5,415 (4) (4)Common Stock5,415(4)0D
Explanation of Responses:
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]
2. [continues from Footnote 1] to receive the Offer Price, less any applicable withholding taxes.
3. 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.
4. 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.
/s/ Sam Schlessinger, Attorney-in-fact for Sravan K. Emany06/16/2026
** Signature of Reporting PersonDate
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did Assertio (ASRT) report for director Sravan Kumar Emany?

The filing shows director Sravan Kumar Emany disposed of 23,855 Assertio common shares in connection with the Zydus tender offer and merger. All reported holdings, including certain stock options, were converted into cash rights, leaving him with no reported remaining Assertio equity.

At what price were Assertio (ASRT) shares cashed out in the Zydus merger?

Shares of Assertio common stock were converted into the right to receive a cash payment of $23.50 per share. This Offer Price applied in the tender offer and subsequent merger, subject to applicable withholding taxes, as described in the merger agreement footnotes.

How were Assertio (ASRT) stock options treated in the Zydus acquisition?

Each Assertio stock option with an exercise price below the $23.50 Offer Price was cancelled and converted into a cash payment equal to the Offer Price minus the exercise price, times the option shares. Options with exercise prices at or above $23.50 were cancelled without payment.

What happened to director Sravan Kumar Emany’s Assertio (ASRT) holdings after the merger?

After the June 16, 2026 effective time of the merger, the Form 4 shows Emany holding zero shares of Assertio common stock and zero related stock options. All reported equity interests were either paid out in cash or cancelled under the merger agreement terms.

Did the Assertio (ASRT) merger affect restricted stock units (RSUs)?

Yes. Each outstanding Assertio restricted stock unit became fully vested immediately before the merger’s effective time, then was cancelled and converted into a cash payment equal to the $23.50 Offer Price per unit, less applicable withholding taxes, according to the disclosed merger provisions.