Cyclerion CMO reports two stock option holdings
The chief medical officer of Cyclerion, now Korsana Biosciences, reported two sizable merger-converted stock option awards with long-dated expirations and multi-year vesting.
Rhea-AI Filing Summary
Cyclerion Therapeutics, Inc. (CYCN), now named Korsana Biosciences, Inc., reported the initial equity holdings of Chief Medical Officer Matthew James Leoni on a Form 3 following its merger with Pre-Merger Korsana Biosciences, Inc. effective September 8, 2026.
Leoni holds two stock option awards to buy common stock that were received in exchange for options of Pre-Merger Korsana. One option covers 253,415 shares at an exercise price of $7.48 per share, expiring on June 7, 2036, and is scheduled to vest 25% on June 8, 2027 with monthly vesting thereafter through June 8, 2030. The other covers 394,314 shares at an exercise price of $8.06 per share, expiring on June 29, 2036, vesting 25% on June 18, 2027 with monthly vesting thereafter through June 18, 2030, in each case subject to his continued service.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Leoni Matthew James
Role
Chief Medical Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Stock Option (Right to Buy) F1, F2 | -- | -- | -- |
| holding | Stock Option (Right to Buy) F1, F3 | -- | -- | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 647,729 contracts (Direct)
Footnotes (3)
- F1. Effective as of September 8, 2026 (the "Effective Time"), (i) Cariboos Merger Sub Corp., a wholly owned subsidiary of Cyclerion Therapeutics, Inc. ("Cyclerion"), merged with and into Korsana Biosciences, Inc. ("Pre-Merger Korsana"), with Pre-Merger Korsana continuing as a wholly owned subsidiary of Cyclerion and the surviving corporation of the merger (the "First Merger"), and (ii) immediately thereafter, Pre-Merger Korsana merged with and into Cariboos Merger Sub II, LLC, a second wholly owned subsidiary of Cyclerion ("Second Merger Sub"), with Second Merger Sub being the surviving entity of the merger under the name Korsana Biosciences Operating Company, LLC (the "Second Merger" and, together with the First Merger, the "Merger"). At the Effective Time, Cyclerion changed its name to "Korsana Biosciences, Inc." (hereinafter, the "Issuer").
- F2. Represents options to purchase shares of the Issuer's common stock received by the Reporting Person in the Merger in exchange for options of Pre-Merger Korsana held by the Reporting Person prior to the Merger. This option will vest as to 25% on June 8, 2027 and in equal monthly installments thereafter through June 8, 2030, subject to the Reporting Person's continued service to the Issuer on each such vesting date.
- F3. Represents options to purchase shares of the Issuer's common stock received by the Reporting Person in the Merger in exchange for options of Pre-Merger Korsana held by the Reporting Person prior to the Merger. This option will vest as to 25% on June 18, 2027 and in equal monthly installments thereafter through June 18, 2030, subject to the Reporting Person's continued service to the Issuer on each such vesting date.
Key Figures
First option exercise price: $7.48 per share
First option underlying shares: 253,415 shares
First option expiration: June 7, 2036
+4 more
7 metrics
First option exercise price
$7.48 per share
Exercise price for option covering 253,415 shares of common stock
First option underlying shares
253,415 shares
Shares of common stock underlying first option, expiring June 7, 2036
First option expiration
June 7, 2036
Expiration date of first stock option position
Second option exercise price
$8.06 per share
Exercise price for option covering 394,314 shares of common stock
Second option underlying shares
394,314 shares
Shares of common stock underlying second option, expiring June 29, 2036
Second option expiration
June 29, 2036
Expiration date of second stock option position
Merger effective date
September 8, 2026
Effective time of the two-step merger and issuer name change
Key Terms
Effective Time, wholly owned subsidiary, surviving corporation, vesting
4 terms
Effective Time regulatory
"Effective as of September 8, 2026 (the "Effective Time"), (i) Cariboos Merger Sub Corp."
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
wholly owned subsidiary regulatory
"Cariboos Merger Sub Corp., a wholly owned subsidiary of Cyclerion Therapeutics, Inc."
A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.
surviving corporation regulatory
"Pre-Merger Korsana continuing as a wholly owned subsidiary of Cyclerion and the surviving corporation"
The surviving corporation is the company entity that continues to exist after a merger, consolidation, or similar reorganization; it absorbs the assets, liabilities, contracts, and business of the combining firms and remains on the legal books while the other entities cease to exist. For investors, it matters because ownership, shareholder rights, outstanding securities, and regulatory or listing obligations move into that single continuing company—think of it as the ship that all passengers board after two boats are joined together.
vesting financial
"This option will vest as to 25% on June 8, 2027 and in equal monthly installments"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does the Form 3 filing disclose for Cyclerion Therapeutics (CYCN)?
It discloses that Chief Medical Officer Matthew James Leoni holds two stock option awards to purchase Cyclerion (now Korsana Biosciences) common stock, which were received in exchange for options of Pre-Merger Korsana in a merger effective September 8, 2026.
What are the terms of Matthew James Leoni’s first stock option in CYCN?
The first option gives the right to buy 253,415 shares of common stock at an exercise price of $7.48 per share, expiring on June 7, 2036. It vests 25% on June 8, 2027, then in equal monthly installments through June 8, 2030, subject to continued service.
What are the terms of Matthew James Leoni’s second stock option in CYCN?
The second option covers 394,314 shares of common stock at an exercise price of $8.06 per share, expiring on June 29, 2036. It vests 25% on June 18, 2027 with equal monthly installments thereafter through June 18, 2030, subject to continued service.
Were these CYCN stock options newly granted or received in a transaction?
Both option positions were received in the merger in exchange for options of Pre-Merger Korsana held by Matthew James Leoni prior to the merger, rather than granted as new awards outside that transaction.
Does the Form 3 for CYCN report any stock purchases or sales by Matthew James Leoni?
No. The Form 3 reports holdings only, specifically two option positions to acquire common stock, and does not list any open-market purchases or sales of shares.
How did the merger affecting CYCN and Korsana Biosciences change the issuer’s name?
At the effective time of the merger on September 8, 2026, Cyclerion Therapeutics, Inc. completed a two-step merger with Pre-Merger Korsana Biosciences entities and then changed its name to "Korsana Biosciences, Inc.".
AI-generated analysis. How Rhea-AI works. Not financial advice.
