[Form 4] AVADEL PHARMACEUTICALS PLC Insider Trading Activity
Rhea-AI Filing Summary
Avadel Pharmaceuticals Chief Executive Officer and director Gregory J. Divis Jr. reported the disposition of all his holdings in connection with the acquisition of Avadel by Alkermes plc. On February 12, 2026, each outstanding Avadel ordinary share was converted into $21.00 in cash plus a non‑transferable contingent value right that may pay an additional $1.50 per share if specified milestones are met.
Divis disposed of 211,105 ordinary shares held directly and 10,000 shares held through the Gregory J. Divis Jr. Revocable Trust. Multiple stock option awards with exercise prices ranging from $1.71 to $13.57, covering various numbers of ordinary shares, were canceled and exchanged for cash equal to their in‑the‑money value plus one contingent value right for each underlying share. After these transactions, the filing shows no ordinary shares or options beneficially owned.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (Right to Buy) | 150,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 100,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 50,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 100,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 400,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 500,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 310,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 350,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 600,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 310,000 | $0.00 | -- |
| Disposition | Ordinary Shares | 211,105 | $21.00 | $4.43M |
| Disposition | Ordinary Shares | 10,000 | $21.00 | $210K |
Footnotes (1)
- Reflects the disposition of ordinary shares of Avadel Pharmaceuticals plc ("Issuer"), nominal value $0.01 per share ("Ordinary Shares"), in connection with the consummation of the transactions contemplated by the Transaction Agreement, dated as of October 22, 2025, as amended by Amendment No. 1 to the Transaction Agreement dated November 18, 2025, (together the "Transaction Agreement") by and between Issuer and Alkermes plc ("Parent"), including the consummation of a scheme of arrangement under Chapter 1 of Part 9 of the Companies Act 2014 of Ireland (the "Scheme") pursuant to which Parent acquired Issuer. Pursuant to the Transaction Agreement, on February 12, 2026, the effective time of the Scheme (the "Effective Time"), each outstanding Ordinary Share was converted into $21.00 in cash (the "Cash Consideration") and a non-transferable contingent value right entitling the holders to a potential additional cash payment of $1.50 per share, contingent upon achievement of certain milestones (each a "CVR"). Includes Ordinary Shares previously subject to vesting restrictions or forfeiture back to the Issuer (each, a "Restricted Stock Award"). Pursuant to the Transaction Agreement, at the Effective Time, each Restricted Stock Award that was outstanding immediately prior to the Effective Time vested in full and was treated in the manner described in footnote 1. These Ordinary Shares are held by the Gregory J. Divis Jr. Revocable Trust, of which the Reporting Person is trustee and beneficiary. Reflects the disposition of Issuer's options to purchase Ordinary Shares (each, an "Option") as contemplated by the Transaction Agreement. Pursuant to the Transaction Agreement, at the Effective Time, each outstanding Option (whether or not vested) was canceled and exchanged for the right to receive (i) an amount in cash (less applicable tax and any other mandatory withholdings), equal to the product of (a) the total number of Ordinary Shares subject to such Option immediately prior to the Effective Time, multiplied by (b) the excess of the Cash Consideration over the applicable exercise price per Ordinary Share under such Option and (ii) one CVR for each Ordinary Share subject to such Option immediately prior to the Effective Time (without regard to vesting).
