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Day One Biopharmaceuticals (DAWN) exec equity canceled at $21.50 cash price

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Day One Biopharmaceuticals executive Michael Vasconcelles disposed of all company equity holdings in connection with the closing of a cash merger. The filing shows that, upon the merger with Servier, each share of Common Stock was purchased or converted into the right to receive $21.50 in cash per share under the merger agreement.

Vasconcelles returned 4,397 Common shares to the issuer and all outstanding equity awards were canceled for cash. This included 106,875 and 226,000 Restricted Stock Units, and stock options for 171,000 and 346,000 shares with exercise prices of $11.16 and $6.64, respectively. Following these dispositions, his reported holdings in these securities are zero.

Positive

  • None.

Negative

  • None.

Insights

Executive equity fully cashed out as part of an all-cash merger.

The transactions reflect a standard equity clean-up at the closing of an all-cash acquisition. Each Day One Biopharmaceuticals Common share was exchanged for $21.50 in cash, while RSUs and stock options were canceled for cash based on the same merger price.

For Michael Vasconcelles, this Form 4 shows that all 4,397 shares, 332,875 RSUs, and 517,000 options were disposed of to the issuer, leaving no reported remaining equity position. Economically, he received cash consideration rather than continuing as a shareholder, consistent with the company becoming a wholly owned subsidiary of Servier.

Insider VASCONCELLES MICHAEL
Role Head of Research and Dev.
Type Security Shares Price Value
Disposition Stock Option (right to buy Common Stock) 346,000 $0.00 --
Disposition Stock Option (right to buy Common Stock) 171,000 $0.00 --
Disposition Restricted Stock Unit (RSU) 226,000 $0.00 --
Disposition Restricted Stock Unit (RSU) 106,875 $0.00 --
Disposition Common Stock 4,397 $0.00 --
Holdings After Transaction: Stock Option (right to buy Common Stock) — 0 shares (Direct, null); Restricted Stock Unit (RSU) — 0 shares (Direct, null); Common Stock — 0 shares (Direct, null)
Footnotes (1)
  1. On March 6, 2026, Servier Pharmaceuticals LLC, a Delaware limited liability company ("Parent"), Servier Detroit Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Day One Biopharmaceuticals, Inc., a Delaware corporation (the "Company"), and Servier S.A.S., a French societe par actions simplifiee, solely as a guarantor, entered into an Agreement and Plan of Merger (the "Merger Agreement"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Company (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Company surviving the Merger as a wholly owned subsidiary of the Parent. Upon the closing of the Merger on April 23, 2026, each issued and outstanding share of the Company's Common Stock, par value $0.0001 per share, was either (x) purchased for $21.50 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement, or (y) automatically converted into the right to receive the Offer Price (the "Merger Consideration"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement. The option vests as to 1/4th of the total grant on June 16, 2026, and 1/48th of the total grant will vest on each monthly anniversary thereafter, subject to the Reporting Person's provision of service to the Issuer on each option vesting date. Immediately prior to the effective time of the Merger, all outstanding unvested stock options and unvested restricted stock units became fully vested. At the effective time of the Merger, each stock option and restricted stock unit was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration (or, in the case of stock options, the difference between the Merger Consideration and the applicable per share exercise price), less any applicable withholding taxes. The option vests as to 1/48th of the total shares monthly, commencing February 28, 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration. The RSUs vest as to 25% of the total award on August 15, 2026, and 1/12th of the remaining RSUs vest in quarterly installments thereafter on November 15, February 15, May 15 and August 15, subject to the Reporting Person's provision of service to the Issuer on each RSU vesting date. RSUs do not expire; they either vest or are canceled prior to the RSU vesting date. The RSUs vest as to 1/16th of the total award in quarterly installments on February 15, May 15, August 15 and November 15, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
Common shares disposed 4,397 shares Common Stock returned to issuer in merger on April 23, 2026
RSUs canceled (grant 1) 106,875 units Restricted Stock Units converted to cash at merger consideration
RSUs canceled (grant 2) 226,000 units Restricted Stock Units converted to cash at merger consideration
Stock options canceled (grant 1) 171,000 options at $11.16 Options on Common Stock canceled for cash at $21.50 merger price
Stock options canceled (grant 2) 346,000 options at $6.64 Options on Common Stock canceled for cash at $21.50 merger price
Merger cash price $21.50 per share Cash consideration for each common share under merger agreement
Agreement and Plan of Merger regulatory
"entered into an Agreement and Plan of Merger (the "Merger Agreement")."
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
"automatically converted into the right to receive the Offer Price (the "Merger Consideration"),"
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 Unit (RSU) financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.
Offer Price financial
"purchased for $21.50 per share (the "Offer Price"), net to the seller in cash,"
The offer price is the amount per share that a company or underwriter sets when selling new stock or bonds to investors, like the price tag on an item in a store. It matters because it determines how much investors must pay, shapes the initial market value of the security, and influences whether demand will be strong or weak — which affects early trading performance and potential returns.
stock option financial
"each stock option and restricted stock unit was canceled and converted into the right to receive an amount in cash"
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.
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*
VASCONCELLES MICHAEL

(Last)(First)(Middle)
1800 SIERRA POINT PARKWAY, SUITE 200

(Street)
BRISBANE CALIFORNIA 94005

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Day One Biopharmaceuticals, Inc. [ DAWN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Head of Research and Dev.
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026
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 Stock04/23/2026D4,397D(1)(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 Common Stock)$6.6404/23/2026D346,000 (3)06/15/2035Common Stock346,000(4)0D
Stock Option (right to buy Common Stock)$11.1604/23/2026D171,000 (5)01/29/2036Common Stock171,000(4)0D
Restricted Stock Unit (RSU)(6)04/23/2026D226,000 (7) (8)Common Stock226,000(4)0D
Restricted Stock Unit (RSU)(6)04/23/2026D106,875 (9) (8)Common Stock106,875(4)0D
Explanation of Responses:
1. On March 6, 2026, Servier Pharmaceuticals LLC, a Delaware limited liability company ("Parent"), Servier Detroit Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Day One Biopharmaceuticals, Inc., a Delaware corporation (the "Company"), and Servier S.A.S., a French societe par actions simplifiee, solely as a guarantor, entered into an Agreement and Plan of Merger (the "Merger Agreement"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Company (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Company surviving the Merger as a wholly owned subsidiary of the Parent.
2. Upon the closing of the Merger on April 23, 2026, each issued and outstanding share of the Company's Common Stock, par value $0.0001 per share, was either (x) purchased for $21.50 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement, or (y) automatically converted into the right to receive the Offer Price (the "Merger Consideration"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement.
3. The option vests as to 1/4th of the total grant on June 16, 2026, and 1/48th of the total grant will vest on each monthly anniversary thereafter, subject to the Reporting Person's provision of service to the Issuer on each option vesting date.
4. Immediately prior to the effective time of the Merger, all outstanding unvested stock options and unvested restricted stock units became fully vested. At the effective time of the Merger, each stock option and restricted stock unit was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration (or, in the case of stock options, the difference between the Merger Consideration and the applicable per share exercise price), less any applicable withholding taxes.
5. The option vests as to 1/48th of the total shares monthly, commencing February 28, 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
6. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration.
7. The RSUs vest as to 25% of the total award on August 15, 2026, and 1/12th of the remaining RSUs vest in quarterly installments thereafter on November 15, February 15, May 15 and August 15, subject to the Reporting Person's provision of service to the Issuer on each RSU vesting date.
8. RSUs do not expire; they either vest or are canceled prior to the RSU vesting date.
9. The RSUs vest as to 1/16th of the total award in quarterly installments on February 15, May 15, August 15 and November 15, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
/s/ Charles N. York II, as Attorney-in-Fact04/23/2026
** 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)

FAQ

What does the DAWN Form 4 filing report for Michael Vasconcelles?

The Form 4 shows Michael Vasconcelles disposed of all his Day One Biopharmaceuticals equity. His Common shares, RSUs, and stock options were canceled or exchanged for cash at the merger closing, leaving him with no reported remaining holdings.

How were DAWN common shares treated in the Servier merger?

Each issued and outstanding Day One Biopharmaceuticals common share was effectively valued at $21.50 in cash. Shares were either purchased for $21.50 per share or automatically converted into the right to receive the same cash amount, subject to applicable withholding taxes.

What happened to Michael Vasconcelles’ DAWN stock options in the merger?

All of his Day One Biopharmaceuticals stock options were canceled at closing and converted into cash. The cash equaled the $21.50 merger price minus each option’s exercise price, paid for the underlying shares, subject to any required tax withholdings.

How were DAWN restricted stock units (RSUs) treated at the merger closing?

Immediately before the merger, all unvested RSUs became fully vested. At the effective time, each RSU was canceled and converted into a cash payment equal to the $21.50 merger consideration per underlying share, less applicable tax withholdings, instead of delivering actual shares.

Did Michael Vasconcelles retain any DAWN equity after the Servier transaction?

No. The Form 4 shows his post-transaction share balances for the reported securities are zero. His Common shares, RSUs, and options were all disposed of to the issuer and converted into cash consideration as part of the completed merger with Servier.