Welcome to our dedicated page for Day One Biopharmaceuticals SEC filings (Ticker: DAWN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The latest breakthroughs at Day One Biopharmaceuticals—from OJEMDA trial readouts to PTK7 ADC progress—are often hidden inside dense SEC prose. Those pages hold the cash-runway figures and regulatory milestones that can shift DAWN’s valuation overnight. If you have ever searched for “Day One Biopharmaceuticals insider trading Form 4 transactions” or wondered how an FDA feedback letter surfaces in an 8-K, you know the challenge of decoding these documents.
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Day One Biopharmaceuticals (DAWN) CEO and director reported multiple internal transfers of common stock among family trusts on 11/25/2025. The Form 4 shows several code G transactions at a price of $0 per share, including transfers of 300,000 shares of common stock from the Bender Revocable Trust to the Jeremy Bender 2025 Grantor Retained Annuity Trust and to the Melissa Bender 2025 Grantor Retained Annuity Trust.
Additional movements involved 7,225 shares held by the Jeremy Bender 2022 Grantor Retained Annuity Trust, which decreased to zero after the reported transaction. Following these changes, the Bender Revocable Trust held 808,285 shares, while the various 2022 and 2023 Grantor Retained Annuity Trusts for Jeremy and Melissa Bender collectively held multiple indirect positions, including 177,165, 20,204, 147,702, and 18,197 shares of common stock. No derivative securities were reported.
Day One Biopharmaceuticals reported updated three-year data from its pivotal Phase 2 FIREFLY-1 trial of OJEMDA (tovorafenib) in pediatric low-grade glioma. In 76 Arm 1 patients, the overall response rate was 53% (40 of 76), with a median duration of response of 19.4 months and a median time to response of 5.4 months.
The median progression-free survival, assessed using Response Assessment in Pediatric Neuro-Oncology Low-Grade Glioma criteria, was 16.6 months. With an updated median study duration of 40.6 months, no new safety signals were identified; the most common Grade 3 or higher adverse events (≥5% of patients) included decreased growth velocity, anemia, increased blood creatine phosphokinase, maculopapular rash, and increased alanine aminotransferase. The company also updated its corporate presentation to reflect these data.
Day One Biopharmaceuticals (DAWN) reported insider equity activity by its General Counsel & Secretary. On November 15, 2025, several blocks of Restricted Stock Units (RSUs) were settled, delivering 2,963, 1,750, and two blocks of 3,687 shares of common stock, each RSU converting into one share for no cash consideration. The RSUs vest over time based on continued service, with portions vesting on specified quarterly dates.
On November 17, 2025, the insider sold 4,319 shares of common stock at a weighted average price of $8.9147 per share, solely to cover tax liabilities related to the RSU settlements. After these transactions, the insider beneficially owned 62,626 shares of Day One common stock directly.
Day One Biopharmaceuticals, Inc. insider and COO and CFO Charles N. York II reported the settlement of restricted stock units (RSUs) and a related sale of common stock. On 11/15/2025, multiple RSU awards were exercised, delivering blocks of 1,375, 2,250 and 6,625 shares of common stock in several transactions. Following these issuances, he held up to 298,777 shares of common stock before a subsequent sale.
On 11/17/2025, he sold 4,062 shares of common stock at a weighted average price of $8.9147 per share, with actual prices ranging from $8.545 to $9.305. The sale is stated to be solely to cover his tax liability arising from the RSU settlements. After the transactions, he directly owned 294,715 shares of common stock and held 79,500 RSUs, each representing a right to receive one share of common stock upon vesting.
Day One Biopharmaceuticals (DAWN) reported insider equity activity by its Chief Commercial Officer on a Form 4. On 11/15/2025, several batches of Restricted Stock Units (RSUs) converted into a total of 10,536 shares of common stock through multiple transactions coded "M". Following these RSU settlements, the officer beneficially owned 54,535 shares of common stock directly.
On 11/17/2025, the officer sold 3,726 shares of common stock in a transaction coded "S" at a weighted average price of $8.9147 per share, as part of block trades executed in a price range from $8.545 to $9.305. The filing states that this sale was made solely to cover tax liabilities arising from the RSU settlements. The RSUs vest in quarterly installments over time, subject to continued service, and do not have an expiration date.
Day One Biopharmaceuticals (DAWN) CEO Jeremy Bender reported routine equity transactions. On 11/15/2025, multiple Restricted Stock Units (RSUs) were settled into a total of 31,694 shares of common stock in four separate transactions (3,570; 4,750; 11,687; 11,687 shares). Each RSU represents a right to receive one share of common stock for no cash consideration.
On 11/17/2025, Bender sold 15,894 shares of common stock at a weighted average price of $8.9147 per share, with prices ranging from $8.545 to $9.305. The filing states this sale was made solely to cover tax liabilities arising from the RSU settlements. After these transactions, he directly holds 177,165 shares of common stock, with additional indirect holdings through several Bender family trusts.
Day One Biopharmaceuticals, through wholly owned subsidiary Emerald Merger Sub, announced plans to commence a tender offer to acquire all outstanding shares of Mersana Therapeutics, pursuant to an Agreement and Plan of Merger dated November 12, 2025.
The communication is a Schedule TO-C and is limited to preliminary disclosures; the tender offer has not yet commenced. On the commencement date, Day One and the Purchaser will file a Schedule TO (including the Offer to Purchase and Letter of Transmittal), and Mersana will file a Schedule 14D-9. Closing of the transaction is subject to conditions described in the merger agreement, which include sufficient shares being tendered and required regulatory clearances.
The filing also lists Exhibit 99.1, a transcript from a Day One investor call held on November 13, 2025, and directs investors to the SEC’s website and Day One’s IR site for future tender offer materials.
Day One Biopharmaceuticals plans a tender offer for all outstanding shares of Mersana Therapeutics via Emerald Merger Sub, its wholly owned subsidiary, as outlined in a Schedule TO-C. The communication relates solely to preliminary communications made before the commencement of the tender offer and is pursuant to an Agreement and Plan of Merger dated November 12, 2025.
The offer has not yet commenced. Upon commencement, Day One and the Purchaser will file a Schedule TO with an Offer to Purchase and Letter of Transmittal, and Mersana will file a Schedule 14D-9. The filing highlights forward-looking risks, including satisfaction of closing conditions, sufficient tenders, required regulatory approvals, potential competing offers, integration challenges, and the possibility that contingent value right milestones may not be achieved.
Day One Biopharmaceuticals agreed to acquire Mersana Therapeutics via a tender offer at $25.00 per share in cash plus one non‑tradable CVR per share with potential cash milestones of up to $30.25, for total consideration of up to $55.25 per share. The offer will remain open for 20 business days and will be followed by a Section 251(h) merger after successful completion.
Closing is expected by the end of January 2026, subject to customary conditions, including HSR clearance and a minimum tender of more than 50% of outstanding shares. There is no financing condition. Support agreements from specified holders covering approximately 8.5% of shares were executed. If certain termination events occur, Mersana would pay a $5.6 million termination fee. CVRs are contractual rights only and not equity, voting, or dividend-bearing.
Day One Biopharmaceuticals agreed to acquire Mersana Therapeutics via a two‑step deal starting with a tender offer for all shares at $25.00 in cash per share plus one CVR worth up to an additional $30.25 per share upon specified milestones. The offer will be open for 20 business days, followed by a back‑end merger under DGCL 251(h) without a stockholder vote once the tender closes.
Closing is targeted by the end of January 2026, subject to customary conditions, including HSR clearance and a 50%+1 share minimum tender. The transaction has no financing condition. Support agreements from directors, officers and Bain Capital–affiliated holders cover about 8.5% of Mersana’s shares. Either party may terminate if not consummated by May 12, 2026; certain terminations require Mersana to pay a $5.6 million fee. CVRs are non‑transferable contractual rights with cash payouts only if milestones are achieved.
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