DAWN Form 4: CCO option repricing to $8.99; terms unchanged
Rhea-AI Filing Summary
Day One Biopharmaceuticals (DAWN) filed a Form 4 reporting an option repricing for its Chief Commercial Officer. On November 6, 2025, certain stock options were repriced to a new exercise price of $8.99, equal to the Nasdaq closing price on the effective date.
The transactions replaced prior exercise prices for options covering 330,200 shares (originally $12.54, expiring 06/11/2033), 90,000 shares (originally $14.44, expiring 01/04/2034), and 90,000 shares (originally $11.87, expiring 01/14/2035). All other terms remain unchanged. To exercise at $8.99, the reporting person must remain in service through the Retention Period, which ends on the earliest of the 12‑month anniversary of the effective date or a Corporate Transaction; the additional premium is waived upon death or disability.
Vesting continues as previously set: 25% on June 12, 2024 with monthly vesting thereafter through June 12, 2027 for the 330,200‑share grant; and 1/48th monthly starting February 5, 2024 and February 15, 2025 for the two 90,000‑share grants. The issuer states these transactions are exempt under Rule 16b‑6(d) and Rule 16b‑3.
Positive
- None.
Negative
- None.
Insights
Administrative repricing to $8.99; terms otherwise unchanged.
The filing lists a repricing of previously granted stock options for the CCO to an exercise price of $8.99 as of November 6, 2025. Three grants are affected, covering 330,200, 90,000, and 90,000 underlying common shares, originally priced at $12.54, $14.44, and $11.87, respectively.
Vesting schedules remain intact: one grant vested 25% on June 12, 2024 with monthly vesting to June 12, 2027, and two grants vest 1/48th monthly beginning February 5, 2024 and February 15, 2025. Expiration dates of 06/11/2033, 01/04/2034, and 01/14/2035 are unchanged.
The Retention Period runs until the earlier of the 12‑month anniversary of the effective date or a Corporate Transaction. The transactions are noted as exempt under Rule 16b‑6(d) and Rule 16b‑3. Overall, this is a routine administrative adjustment; actual impact depends on future service and exercise decisions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (right to buy Common Stock) | 330,200 | $0.00 | -- |
| Grant/Award | Stock Option (right to buy Common Stock) | 330,200 | $0.00 | -- |
| Disposition | Stock Option (right to buy Common Stock) | 90,000 | $0.00 | -- |
| Grant/Award | Stock Option (right to buy Common Stock) | 90,000 | $0.00 | -- |
| Disposition | Stock Option (right to buy Common Stock) | 90,000 | $0.00 | -- |
| Grant/Award | Stock Option (right to buy Common Stock) | 90,000 | $0.00 | -- |
Footnotes (1)
- On October 7, 2025, the Issuer's Board of Directors approved an option repricing (the "Repricing") whereby the Reporting Person's options were repriced on November 6, 2025 (the "Effective Date") with a new exercise price of $8.99 (if lower than the original exercise price), the closing price on Nasdaq as of the Effective Date. In order to exercise the repriced options at the new exercise price, the Reporting Person is required to remain in service with the Issuer through the Retention Period; provided that the additional premium payment will not be required if the Reporting Person's service to the Issuer is terminated by reason of death or Disability (as defined in the Company's 2021 Equity Incentive Plan ("the Plan")). (Continued from Footnote 1) The "Retention Period" commenced on the Effective Date and ends upon the earliest of (i) the 12-month anniversary of the Effective Date and (ii) a Corporate Transaction (as defined in the Plan). All of the other terms of the options remain unchanged. Such transactions were exempt pursuant to Rule 16b-6(d) and Rule 16b-3 of the Exchange Act, as applicable. The option vests as to 25% of the total shares on June 12, 2024 and then 2.0833% of the total shares vest monthly thereafter, with 100% of the total shares vested on June 12, 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The option vests as to 1/48th of the total shares monthly, commencing February 5, 2024, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The option vests as to 1/48th of the total shares monthly, commencing February 15, 2025, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
