Assertio Holdings (ASRT) director exits as Zydus cash merger pays $23.50
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Assertio Holdings, Inc. director Kirk Sigurd reported disposing of all remaining equity interests in connection with the company’s merger with Zydus. On June 16, 2026, 12,017 shares of common stock were cancelled and converted into the right to receive $23.50 per share in cash under a completed tender offer and merger.
The filing also shows the cancellation and disposition to the issuer of multiple stock option awards over 5,415 shares at $9.2565 per share, 5,415 shares at $15.1500 per share, and 7,913 shares at $17.1000 per share. According to the merger terms, in-the-money options were converted into cash based on the Offer Price, while options with exercise prices at or above $23.50 received no payment. Following these transactions, Sigurd reports zero shares and options remaining.
Positive
- None.
Negative
- None.
Insights
Director’s equity is cashed out as Assertio is taken private at $23.50.
This Form 4 reflects the mechanical cleanup of Kirk Sigurd’s equity as Assertio Holdings becomes a wholly owned subsidiary of Zydus. All common shares are cancelled for $23.50 per share in cash under the tender offer and subsequent merger.
Equity awards are treated according to standard merger terms. Restricted stock units become fully vested and convert into cash at the Offer Price. Stock options with exercise prices below $23.50 are cancelled and paid out based on the spread, while higher-strike options are simply cancelled with no payment.
For existing holders, this filing mainly confirms that Sigurd no longer has any economic exposure to Assertio’s equity after the June 16, 2026 effective time. It is an administrative step consistent with the already-agreed merger terms rather than a discretionary trading signal.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Kirk Sigurd
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (Right to Buy) | 7,913 | $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 | 12,017 | $0.00 | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 0 shares (Direct, null);
Common Stock — 0 shares (Direct, null)
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
Common shares disposed: 12,017 shares
Tender offer price: $23.50 per share
Option grant at $9.2565: 5,415 options
+5 more
8 metrics
Common shares disposed
12,017 shares
Cancelled for $23.50 cash per share at merger effective time
Tender offer price
$23.50 per share
Cash consideration for each outstanding Assertio common share
Option grant at $9.2565
5,415 options
Stock options cancelled and converted under merger terms
Option grant at $15.1500
5,415 options
Stock options cancelled and converted under merger terms
Option grant at $17.1000
7,913 options
Stock options cancelled and converted under merger terms
Transactions direction
4 dispose transactions
All reported entries are dispositions, none are purchases
Holdings after transaction
0 shares/options
Total shares and option positions following reported transactions
Merger effective date
June 16, 2026
Effective time when tender offer and merger closed
Key Terms
Agreement and Plan of Merger, tender offer, Offer Price, restricted stock unit, +2 more
6 terms
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")"
withholding taxes financial
"converted into the right to receive a cash payment, less any applicable withholding taxes"
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
FAQ
What does Kirk Sigurd’s Form 4 filing show for Assertio Holdings (ASRT)?
The Form 4 shows director Kirk Sigurd disposed of all Assertio equity as part of its merger with Zydus. 12,017 common shares were cancelled for cash at $23.50 per share, and his listed stock options were cancelled or cashed out under the merger agreement.
How were Kirk Sigurd’s stock options in Assertio Holdings (ASRT) treated in the merger?
Each Assertio stock option outstanding immediately before closing was cancelled. Options with exercise prices below $23.50 were converted into a cash payment equal to the Offer Price minus the exercise price, times shares. Options at or above $23.50 were cancelled without payment.
What happened to Assertio Holdings (ASRT) restricted stock units in this transaction?
Each restricted stock unit became fully vested immediately before the merger effective time. Those RSUs were then cancelled and converted into a cash payment equal to the $23.50 Offer Price per underlying share, less any applicable tax withholding, under the merger agreement terms.
What corporate transaction does the Assertio Holdings (ASRT) Form 4 reference?
The filing references an Agreement and Plan of Merger among Assertio, Zydus Worldwide DMCC, and affiliates. Zydus completed a tender offer for all outstanding Assertio common stock at $23.50 per share, then merged its subsidiary into Assertio, which became a wholly owned subsidiary.