Angelini deal converts CATALYST PHARMACEUTICALS (NASDAQ: CPRX) officer equity to cash
Rhea-AI Filing Summary
Steve Miller, chief operating and scientific officer of Catalyst Pharmaceuticals, reported the disposition to the issuer of 1,093,803 shares of common stock at $31.50 per share on July 15, 2026, in connection with the acquisition of Catalyst by Angelini Pharma S.p.A. (the Merger).
On the same date, all reported restricted stock units (47,826; 16,534; 11,873 underlying shares) and multiple option grants (including 158,454 options at $22.77, 202,958 at $21.12 and 275,000 at $3.42) were canceled and converted into rights to receive cash based on a $31.50 reference price per share. Each option and RSU vested in full at consummation of the Merger, and reported holdings after these transactions were 0 shares and 0 derivative securities.
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Insights
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Insider Trade Summary
11 transactions reported
Mixed
11 txns
Insider
Miller Steve
Role
Chief Op. & Scientific Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Options to purchase common stock | 180,000 | $0.00 | -- |
| Disposition | Options to purchase common stock | 275,000 | $0.00 | -- |
| Disposition | Options to purchase common stock | 185,000 | $0.00 | -- |
| Disposition | Options to purchase common stock | 146,000 | $0.00 | -- |
| Disposition | Options to purchase common stock | 248,004 | $0.00 | -- |
| Disposition | Options to purchase common stock | 202,958 | $0.00 | -- |
| Disposition | Options to purchase common stock | 158,454 | $0.00 | -- |
| Disposition | Restricted Stock Units | 11,873 | $0.00 | -- |
| Disposition | Restricted Stock Units | 16,534 | $0.00 | -- |
| Disposition | Restricted Stock Units | 47,826 | $0.00 | -- |
| Disposition | Common Stock, par value $0.001 per share | 1,093,803 | $31.50 | $34.45M |
Holdings After Transaction:
Options to purchase common stock — 0 shares (Direct);
Restricted Stock Units — 0 shares (Direct);
Common Stock, par value $0.001 per share — 0 shares (Direct)
Footnotes (1)
- The reported securities were disposed of in connection with the consummation of the acquisition of the Issuer by Angelini Pharma S.p.A. (the "Merger") Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. In connection with the consummation of the Merger, each reported stock option ("Option") was cancelled and converted into the right to receive a cash payment (without interest, and less applicable tax withholdings and other authorized deductions) equal to the product of (x) the excess of $31.50 per share over the per-share price of such Option, multiplied by (y) the total number of shares subject to such Option. In connection with the consummation of the Merger, each reported restricted stock unit ("RSU") was cancelled and converted into the right to receive a cash payment (without interest, and less applicable tax withholdings and other authorized deductions) equal to the product of (x) the excess of $31.50 per share, multiplied by (y) the number of shares subject to such RSU. Each Option was fully vested. Each Option or RSU, as applicable, vested in full in connection with the consummation of the Merger.
Key Figures
Common shares disposed: 1,093,803 shares
Per-share consideration reference: $31.50 per share
RSUs canceled (largest tranche): 47,826 units
+4 more
7 metrics
Common shares disposed
1,093,803 shares
Disposition to issuer in connection with Angelini Pharma S.p.A. acquisition at $31.50 per share
Per-share consideration reference
$31.50 per share
Reference price for common stock disposition and for cash calculations on RSUs and options
RSUs canceled (largest tranche)
47,826 units
Restricted Stock Units canceled and converted into cash rights based on $31.50 per underlying share
Options canceled at $22.77 strike
158,454 options
Fully vested options with $22.7700 exercise price canceled and converted into cash rights
Options canceled at $3.42 strike
275,000 options
Fully vested options with $3.4200 exercise price canceled and converted into cash rights
Holdings after transactions
0 shares; 0 derivative securities
Reported total holdings following all merger-related dispositions and cancellations
Total disposition entries
11 transactions
Count of reported dispositions of common stock, RSUs, and options on July 15, 2026
Key Terms
Restricted Stock Units, stock option, Merger, Angelini Pharma S.p.A., +1 more
5 terms
Restricted Stock Units financial
"Each reported restricted stock unit ("RSU") was cancelled and converted into cash"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
stock option financial
"each reported stock option ("Option") was cancelled and converted into the right to receive a cash payment"
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
Merger financial
"disposed of in connection with the consummation of the acquisition of the Issuer by Angelini Pharma S.p.A. (the "Merger")"
A merger is when two companies combine into a single business, with ownership and control reorganized so they operate as one entity. For investors it matters because mergers can change the value and risk of holdings—shares may be exchanged, diluted, or rise if the combined company saves costs or gains market power, and the deal often depends on regulatory approval and successful integration like two households joining resources and routines.
Angelini Pharma S.p.A. financial
"acquisition of the Issuer by Angelini Pharma S.p.A. (the "Merger")"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Steve Miller report in his Form 4 for CATALYST PHARMACEUTICALS (CPRX)?
Steve Miller reported disposing of 1,093,803 shares of common stock at $31.50 per share back to Catalyst in connection with its acquisition by Angelini Pharma S.p.A., and the cancellation of all his reported RSUs and stock options in exchange for cash-based consideration tied to the same price.
What happened to Steve Miller’s restricted stock units in the CPRX–Angelini Pharma merger?
All reported restricted stock units (RSUs) were canceled and converted into cash rights. Three tranches covering 47,826, 16,534 and 11,873 underlying shares vested in full at Merger closing, with cash amounts based on a $31.50 per-share reference price before tax withholdings and deductions.
How were Steve Miller’s CPRX stock options treated in the Angelini Pharma acquisition?
All reported stock options were canceled and converted into rights to receive cash. For each option, the cash equals ( $31.50 minus the option’s per-share exercise price ) multiplied by the number of option shares, with grants including 275,000 options at $3.42 and 185,000 at $7.07, all fully vested at closing.
Does Steve Miller hold any Catalyst Pharmaceuticals securities after these transactions?
According to the Form 4, Steve Miller’s reported holdings after the transactions are 0 shares and 0 derivative securities. The disposition of common stock and the cancellation of all reported RSUs and options in connection with the Merger eliminated his reported equity position in Catalyst Pharmaceuticals.
Were Steve Miller’s CPRX transactions made under a Rule 10b5-1 trading plan?
No. The Form 4’s Rule 10b5-1 checkbox is not marked as an affirmative trading plan, and the footnotes attribute the transactions to the consummation of the Merger, not to a pre-arranged 10b5-1 trading plan or other discretionary selling program.