STOCK TITAN

Crinetics director’s 116K shares cashed at $85

Director Wendell Wierenga’s Form 4 reflects merger payouts: 5,925 RSUs vested and were converted to cash at $85.00 per share, minus tax withholding.

(Very High)
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Form Type
4

Rhea-AI Filing Summary

Crinetics Pharmaceuticals, Inc. (CRNX) completed a merger in which it became a wholly owned subsidiary of Vertex Pharmaceuticals. At the September 1, 2026 effective time, each share of Crinetics common stock was canceled and converted into the right to receive $85.00 in cash per share.

Director Wendell Wierenga reported only merger-related equity cancellations and cash-outs. 116,146 shares of common stock were canceled for the $85.00 cash consideration, and 5,925 restricted stock units became fully vested and were converted into cash at the same $85.00 per-share amount, less tax withholding.

Multiple tranches of stock options were also canceled. Each vested option with an exercise price below $85.00 was converted into the right to receive cash equal to the difference between $85.00 and its exercise price (for example, options with a $23.24 exercise price yielded $61.76 per option). Options with exercise prices at or above $85.00 were canceled for no consideration. These are issuer-related merger settlements, not open‑market trades.

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Insider WIERENGA WENDELL
Role Director
Type Security Shares Price Value
Disposition Stock Option (Right to Buy) F3, F4 12,500 $61.76 $772K
Disposition Stock Option (Right to Buy) F3, F4 12,500 $61.77 $772K
Disposition Stock Option (Right to Buy) F3, F4 17,500 $64.77 $1.13M
Disposition Stock Option (Right to Buy) F3, F4 17,500 $66.71 $1.17M
Disposition Stock Option (Right to Buy) F3, F4 17,500 $64.68 $1.13M
Disposition Stock Option (Right to Buy) F3, F4 12,500 $40.29 $504K
Disposition Stock Option (Right to Buy) F3, F4 10,350 $52.67 $545K
Disposition Stock Option (Right to Buy) F3, F4 9,730 $49.13 $478K
Disposition Common Stock F1 116,146 $85.00 $9.87M
Disposition Common Stock F2 5,925 $85.00 $504K
Holdings After Transaction: Stock Option (Right to Buy) — 0 contracts (Direct); Common Stock — 0 shares (Direct)
Footnotes (4)
  1. F1. Pursuant to the Agreement and Plan of Merger, dated as of July 6, 2026 (the "Merger Agreement"), by and among Crinetics Pharmaceuticals, Inc., a Delaware corporation (the "Company"), Vertex Pharmaceuticals Incorporated, a Massachusetts corporation ("Parent"), and Clark Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the "Merger"), effective as of September 1, 2026 (the "Effective Time"). At the Effective Time, each share of common stock of the Company, par value $0.001 per share (the "Company Common Stock"), issued and outstanding immediately prior to the Effective Time, except as provided in the Merger Agreement, was canceled and automatically converted into the right to receive $85.00 per share in cash, without interest and subject to any applicable tax withholdings (the "Merger Consideration").
  2. F2. The transaction reported on this line reflects the cancellation in the Merger of restricted stock units of the Company (each, a "Company RSU"), each of which represented a contingent right to receive one share of the Issuer's Common Stock. Immediately prior to the Effective Time, each Company RSU that was then outstanding but not vested became immediately vested in full. At the Effective Time, each outstanding Company RSU was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration, less any applicable tax withholding.
  3. F3. The transaction reported on this line reflects the cancellation in the Merger of options to purchase shares of Company Common Stock (each, a "Company Stock Option"). Immediately prior to the Effective Time, each Company Stock Option that was then outstanding but not vested became immediately vested in full. At the Effective Time, (i) each outstanding Company Stock Option having a per share exercise price less than the Merger Consideration was canceled and converted into the right to receive an amount in cash equal to the difference between the Merger Consideration and the applicable per share exercise price, less any applicable tax withholding, and (ii) any Company Stock Option having a per share exercise price equal to or greater than the Merger Consideration was canceled for no consideration.
  4. F4. The transaction reported on this line reflects the cancellation in the Merger of Company Stock Options having a per share exercise price less than the Merger Consideration and the price reported in Column 8 represents the difference between the Merger Consideration and the applicable per share exercise price of the Company Stock Options.
Merger Consideration per Share $85.00 per share Cash consideration for each share of Crinetics common stock at the merger effective time
Common Shares Canceled 116,146 shares Crinetics common stock held by Wendell Wierenga canceled and converted into $85.00 cash per share
RSUs Canceled 5,925 units Restricted stock units that vested and were canceled for cash equal to $85.00 per underlying share, less tax
Option Tranche 1 Exercise Price $23.24 per share Stock options expiring June 21, 2029; each option converted to cash equal to $85.00 minus $23.24
Option Tranche 1 Cash per Option $61.76 per option Difference between $85.00 merger consideration and $23.24 exercise price for one option tranche
Option Tranche (2031 expiry) Exercise Price $20.23 per share Stock options expiring June 22, 2031; each converted into cash equal to $85.00 minus $20.23
Option Tranche (2031 expiry) Cash per Option $64.77 per option Difference between $85.00 merger consideration and $20.23 exercise price for this tranche
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated as of July 6, 2026"
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.
Merger Consideration financial
"was canceled and automatically converted into the right to receive $85.00 per share in cash"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
restricted stock units financial
"reflects the cancellation in the Merger of restricted stock units of the Company"
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.
Company Stock Option financial
"reflects the cancellation in the Merger of options to purchase shares of Company Common Stock"
per share exercise price financial
"having a per share exercise price less than the Merger Consideration was canceled"

FAQ

What did the CRNX Form 4 report for director Wendell Wierenga?

It reported merger-related cancellations of Crinetics equity awards and shares. Common stock, restricted stock units, and stock options were canceled at the September 1, 2026 merger effective time and converted into specified cash rights, rather than reflecting open-market purchases or sales.

What cash did CRNX shareholders receive in the Vertex merger?

Each share of Crinetics common stock was canceled and converted into the right to receive $85.00 per share in cash, without interest and subject to tax withholding, as the merger consideration under the Agreement and Plan of Merger.

How many CRNX common shares did Wendell Wierenga have canceled?

Wendell Wierenga reported the cancellation of 116,146 shares of Crinetics common stock. Each of these shares was converted into the right to receive $85.00 in cash, consistent with the merger terms.

How were CRNX restricted stock units (RSUs) treated in the merger?

Each Crinetics RSU became fully vested immediately before the merger effective time. Then, at closing, each RSU was canceled and converted into the right to receive cash equal to the $85.00 merger consideration per underlying share, less applicable tax withholding.

What happened to CRNX stock options held by Wendell Wierenga?

Each outstanding stock option first vested in full. Options with an exercise price below $85.00 were canceled and converted into a cash payment equal to $85.00 minus the exercise price per option. Options with exercise prices at or above $85.00 were canceled for no consideration.

Are the CRNX Form 4 transactions open-market sales?

No. The Form 4 transactions for CRNX reflect issuer-related cancellations and cash-settlement of shares, RSUs, and options in connection with the merger into Vertex, not discretionary open‑market buying or selling by Wendell Wierenga.

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SEC Form 4
FORM 4UNITED 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*
WIERENGA WENDELL

(Last)(First)(Middle)
C/O CRINETICS PHARMACEUTICALS, INC.
6055 LUSK BOULEVARD

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Crinetics Pharmaceuticals, Inc. [ CRNX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/01/2026D116,146D$85(1)5,925D
Common Stock09/01/2026D5,925D$85(2)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$23.2409/01/2026D12,500 (3)(4)06/21/2029Common Stock12,500$61.76(3)(4)0D
Stock Option (Right to Buy)$23.2309/01/2026D12,500 (3)(4)06/19/2030Common Stock12,500$61.77(3)(4)0D
Stock Option (Right to Buy)$20.2309/01/2026D17,500 (3)(4)06/22/2031Common Stock17,500$64.77(3)(4)0D
Stock Option (Right to Buy)$18.2909/01/2026D17,500 (3)(4)06/17/2032Common Stock17,500$66.71(3)(4)0D
Stock Option (Right to Buy)$20.3209/01/2026D17,500 (3)(4)06/16/2033Common Stock17,500$64.68(3)(4)0D
Stock Option (Right to Buy)$44.7109/01/2026D12,500 (3)(4)06/07/2034Common Stock12,500$40.29(3)(4)0D
Stock Option (Right to Buy)$32.3309/01/2026D10,350 (3)(4)06/11/2035Common Stock10,350$52.67(3)(4)0D
Stock Option (Right to Buy)$35.8709/01/2026D9,730 (3)(4)06/18/2036Common Stock9,730$49.13(3)(4)0D
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger, dated as of July 6, 2026 (the "Merger Agreement"), by and among Crinetics Pharmaceuticals, Inc., a Delaware corporation (the "Company"), Vertex Pharmaceuticals Incorporated, a Massachusetts corporation ("Parent"), and Clark Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the "Merger"), effective as of September 1, 2026 (the "Effective Time"). At the Effective Time, each share of common stock of the Company, par value $0.001 per share (the "Company Common Stock"), issued and outstanding immediately prior to the Effective Time, except as provided in the Merger Agreement, was canceled and automatically converted into the right to receive $85.00 per share in cash, without interest and subject to any applicable tax withholdings (the "Merger Consideration").
2. The transaction reported on this line reflects the cancellation in the Merger of restricted stock units of the Company (each, a "Company RSU"), each of which represented a contingent right to receive one share of the Issuer's Common Stock. Immediately prior to the Effective Time, each Company RSU that was then outstanding but not vested became immediately vested in full. At the Effective Time, each outstanding Company RSU was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration, less any applicable tax withholding.
3. The transaction reported on this line reflects the cancellation in the Merger of options to purchase shares of Company Common Stock (each, a "Company Stock Option"). Immediately prior to the Effective Time, each Company Stock Option that was then outstanding but not vested became immediately vested in full. At the Effective Time, (i) each outstanding Company Stock Option having a per share exercise price less than the Merger Consideration was canceled and converted into the right to receive an amount in cash equal to the difference between the Merger Consideration and the applicable per share exercise price, less any applicable tax withholding, and (ii) any Company Stock Option having a per share exercise price equal to or greater than the Merger Consideration was canceled for no consideration.
4. The transaction reported on this line reflects the cancellation in the Merger of Company Stock Options having a per share exercise price less than the Merger Consideration and the price reported in Column 8 represents the difference between the Merger Consideration and the applicable per share exercise price of the Company Stock Options.
Remarks:
/s/ Tobin Schilke, as attorney-in-fact09/01/2026
** Signature of Reporting PersonDate
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)