Catalyst Pharmaceuticals (NASDAQ: CPRX) director’s equity converted to cash in Angelini merger
Rhea-AI Filing Summary
CATALYST PHARMACEUTICALS, INC. director Donald A. Denkhaus reported disposing of 498,773 shares of common stock at $31.50 per share on July 15, 2026, in a disposition to the issuer completed in connection with the acquisition of Catalyst by Angelini Pharma S.p.A. (the Merger).
On the same date, all reported restricted stock units and stock options, covering additional shares of common stock, were cancelled and converted into rights to receive cash payments based on the $31.50 per-share merger consideration, and his reported holdings in these securities fell to 0.
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Insights
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Insider Trade Summary
Net Seller: 498,773 shares
Net Sell
11 txns
Insider
DENKHAUS DONALD A
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Options to purchase common stock F3, F5 | 33,500 | $0.00 | $0.00 |
| Disposition | Options to purchase common stock F3, F5 | 30,000 | $0.00 | $0.00 |
| Disposition | Options to purchase common stock F3, F5 | 20,000 | $0.00 | $0.00 |
| Disposition | Options to purchase common stock F3, F5 | 15,000 | $0.00 | $0.00 |
| Disposition | Options to purchase common stock F3, F6 | 29,524 | $0.00 | $0.00 |
| Disposition | Options to purchase common stock F3, F6 | 23,248 | $0.00 | $0.00 |
| Disposition | Options to purchase common stock F3, F6 | 18,115 | $0.00 | $0.00 |
| Disposition | Restricted Stock Units F2, F4, F6 | 1,414 | $0.00 | $0.00 |
| Disposition | Restricted Stock Units F2, F4, F6 | 1,894 | $0.00 | $0.00 |
| Disposition | Restricted Stock Units F2, F4, F6 | 5,468 | $0.00 | $0.00 |
| Disposition | Common Stock, par value $0.001 per share F1 | 498,773 | $31.50 | $15.71M |
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 (6)
- F1. 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")
- F2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F3. 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.
- F4. 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.
- F5. Each Option was fully vested.
- F6. Each Option or RSU, as applicable, vested in full in connection with the consummation of the Merger.
Key Figures
Common shares disposed: 498,773 shares
Per-share merger consideration: $31.50 per share
RSUs cancelled (2032-11-20 series): 5,468 units
+3 more
6 metrics
Common shares disposed
498,773 shares
Disposition to issuer on July 15, 2026 at $31.50 per share in connection with the Merger
Per-share merger consideration
$31.50 per share
Used to determine cash payments for common stock, RSUs and stock options
RSUs cancelled (2032-11-20 series)
5,468 units
Restricted stock units expiring 2028-11-20 cancelled and converted into cash rights in the Merger
RSUs cancelled (2027-11-21 series)
1,894 units
Restricted stock units expiring 2027-11-21 cancelled and converted into cash rights in the Merger
Options cancelled (2032-11-20 series)
18,115 options
Options with a $22.77 exercise price, expiring 2032-11-20, cancelled for cash based on $31.50 per share
Dispose transactions reported
11 transactions
All reported as Disposition to issuer on July 15, 2026, across common, RSUs and options
Key Terms
restricted stock unit, stock option, Disposition to issuer, Merger
4 terms
restricted stock unit financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock."
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.
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.
Disposition to issuer financial
"transaction_code_description: Disposition to issuer for the reported transactions"
Merger financial
"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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Donald A. Denkhaus report in the Catalyst Pharmaceuticals (CPRX) Form 4?
Donald A. Denkhaus reported disposing of 498,773 shares of Catalyst common stock at $31.50 per share on July 15, 2026. The disposition was to the issuer in connection with the acquisition of Catalyst by Angelini Pharma S.p.A. (the Merger).
How many Catalyst Pharmaceuticals (CPRX) securities does Donald A. Denkhaus report holding after these transactions?
Following the reported transactions, Donald A. Denkhaus shows 0 shares of common stock and 0 reported restricted stock units or stock options in this report. Each transaction row lists a post-transaction balance of zero for the securities covered.
How were restricted stock units treated for Donald A. Denkhaus in the Catalyst (CPRX) Merger?
Each reported restricted stock unit was cancelled and converted into a right to receive a cash payment equal to $31.50 per share multiplied by the RSU share count, less applicable tax withholdings and other authorized deductions, upon consummation of the Merger.
How were stock options treated for Donald A. Denkhaus in the Catalyst Pharmaceuticals (CPRX) Merger?
Each reported stock option was cancelled and converted into a right to receive cash equal to the excess of $31.50 per share over the option’s exercise price, multiplied by the option’s shares, less taxes and deductions. Footnotes state each option was fully vested and vested in full in connection with the Merger.
Were the reported Catalyst (CPRX) Form 4 transactions made under a Rule 10b5-1 trading plan?
The Rule 10b5-1 checkbox for these transactions was not marked as affirming that they were made under a Rule 10b5-1 or similar trading arrangement. The footnotes instead link the activity to the consummation of the Merger with Angelini Pharma S.p.A.