Catalyst Pharmaceuticals (CPRX) CFO equity cancelled for cash in acquisition

Rhea-AI Filing Summary

Catalyst Pharmaceuticals chief financial officer Michael Wayne Kalb reported dispositions of common stock, restricted stock units and stock options on July 15, 2026, in connection with the acquisition of Catalyst by Angelini Pharma S.p.A. The reported awards vested in full, were cancelled, and converted into rights to receive cash based on a price of $31.50 per share or, for options, the excess of $31.50 over each option’s exercise price, leaving the reported positions at zero.

Insider Trade Summary

Net Seller: 13,665 shares

Net Sell 7 txns

Insider Kalb Michael Wayne

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Disposition	Options to purchase common stock F3, F5	257,214	$0.00	$0.00
Disposition	Options to purchase common stock F3, F5	169,248	$0.00	$0.00
Disposition	Options to purchase common stock F3, F5	131,536	$0.00	$0.00
Disposition	Restricted Stock Units F2, F4, F5	21,416	$0.00	$0.00
Disposition	Restricted Stock Units F2, F4, F5	13,788	$0.00	$0.00
Disposition	Restricted Stock Units F2, F4, F5	39,701	$0.00	$0.00
Disposition	Common Stock, par value $0.001 per share F1	13,665	$31.50	$430K

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 (5)

1. 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")
2. F2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
3. 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.
4. 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.
5. F5. Each Option or RSU, as applicable, vested in full in connection with the consummation of the Merger.

Key Figures

Common shares disposed: 13665.0000 shares RSUs cancelled (block 1): 39701.0000 units RSUs cancelled (block 2): 13788.0000 units +5 more

8 metrics

Common shares disposed 13665.0000 shares Common stock disposed to issuer on 2026-07-15 in connection with merger

RSUs cancelled (block 1) 39701.0000 units Restricted Stock Units linked to common stock cancelled and converted to cash rights

RSUs cancelled (block 2) 13788.0000 units Additional Restricted Stock Units cancelled and converted into cash consideration

RSUs cancelled (block 3) 21416.0000 units Further Restricted Stock Units vested in full and then cancelled for cash

Options cancelled @ $22.77 131536.0000 options Options with $22.7700 exercise price cancelled and converted into cash based on $31.50

Options cancelled @ $21.12 169248.0000 options Options with $21.1200 exercise price cancelled for cash equal to merger price spread

Options cancelled @ $16.81 257214.0000 options Options with $16.8100 exercise price cancelled and converted into cash rights

Merger cash reference price $31.50 per share Price used to determine cash paid for common stock, RSUs and options

Key Terms

Disposition to issuer, Restricted Stock Units, consummation of the Merger, Angelini Pharma S.p.A., +1 more

5 terms

Disposition to issuer financial

"Transactions are coded as "Disposition to issuer" in the report"

Restricted Stock Units financial

"Security title listed as "Restricted Stock Units" in the transaction table"

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.

consummation of the Merger regulatory

"Footnotes describe actions taken upon "consummation of the Merger""

Angelini Pharma S.p.A. financial

"Common stock disposed in acquisition of Catalyst by Angelini Pharma S.p.A."

cash payment (without interest, and less applicable tax withholdings) financial

"Options and RSUs converted into a cash payment "without interest, and less applicable tax withholdings""

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/17/2026 - 04:16 PM Accepted by SEC EDGAR 07/17/2026 - 04:15 PM Learn about SEC filing dates

FAQ

What insider transactions did Catalyst Pharmaceuticals (CPRX) CFO Michael Wayne Kalb report?

Kalb reported dispositions of common stock, restricted stock units and stock options on July 15, 2026, tied to Catalyst’s acquisition by Angelini Pharma S.p.A. All reported awards vested, were cancelled, and were converted into rights to receive cash consideration.

At what price was Catalyst Pharmaceuticals (CPRX) acquired in the Angelini Pharma transaction?

The acquisition used a cash value of $31.50 per share for Catalyst common stock. RSUs converted into cash equal to $31.50 times the number of shares, while options converted into cash equal to $31.50 minus the option exercise price, multiplied by option shares.

How were Michael Kalb’s Catalyst Pharmaceuticals (CPRX) restricted stock units treated in the acquisition?

Each restricted stock unit represented a right to one share and was cancelled and converted into a cash payment equal to $31.50 per share. In connection with the merger, all reported RSUs vested in full before being cancelled for this cash-based consideration.

What happened to Michael Kalb’s Catalyst (CPRX) stock options when Angelini Pharma acquired the company?

Reported options to purchase common stock with exercise prices of $22.77, $21.12 and $16.81 per share were cancelled. Each option converted into a right to receive cash equal to the excess of $31.50 over its exercise price, multiplied by the option share count.

Were Michael Kalb’s Catalyst Pharmaceuticals (CPRX) transactions made under a Rule 10b5-1 trading plan?

The report indicates these transactions were not made under a Rule 10b5-1 trading plan. The Rule 10b5-1 checkbox is not affirmed, while the dispositions are described as occurring in connection with the consummation of the Angelini Pharma acquisition.

SEC Form 4

FORM 4

UNITED 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^*

Kalb Michael Wayne

(Last) (First) (Middle)

355 ALHAMBRA CIRCLE

SUITE 801

(Street)

CORAL GABLES FLORIDA 33134

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CATALYST PHARMACEUTICALS, INC. [ CPRX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001 per share	07/15/2026		D(1)		13,665	D	$31.5	0	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options to purchase common stock	$16.81	07/15/2026		D(3)			257,214	(5)	01/01/2031	Common Stock	257,214	$0	0	D
Options to purchase common stock	$21.12	07/15/2026		D(3)			169,248	(5)	11/21/2031	Common Stock	169,248	$0	0	D
Options to purchase common stock	$22.77	07/15/2026		D(3)			131,536	(5)	11/20/2032	Common Stock	131,536	$0	0	D
Restricted Stock Units	(2)	07/15/2026		D(4)			21,416	(5)	01/01/2029	Common Stock	21,416	$0	0	D
Restricted Stock Units	(2)	07/15/2026		D(4)			13,788	(5)	11/21/2027	Common Stock	13,788	$0	0	D
Restricted Stock Units	(2)	07/15/2026		D(4)			39,701	(5)	11/20/2028	Common Stock	39,701	$0	0	D

Explanation of Responses:

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")

2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

3. 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.

4. 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.

5. Each Option or RSU, as applicable, vested in full in connection with the consummation of the Merger.

	/s/ Michael W. Kalb	07/17/2026
	** Signature of Reporting Person	Date
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)