Sanofi buyout: Dynavax (DVAX) director’s RSUs and options cashed out
Rhea-AI Filing Summary
Dynavax Technologies director Brent MacGregor reported the cash-out of his equity awards tied to Sanofi’s acquisition of the company. Sanofi’s subsidiary completed a tender offer to buy all Dynavax common shares for $15.50 per share in cash and then merged into Dynavax on February 10, 2026, leaving Dynavax as an indirect wholly owned subsidiary.
At the merger’s effective time, MacGregor’s 21,829 restricted stock units were cancelled and converted into the right to receive cash equal to the underlying shares multiplied by the $15.50 offer price. Multiple stock option grants with exercise prices between $8.20 and $11.85, covering blocks of 50,000, 25,000, 22,500 and 28,500 Dynavax shares, became fully vested and were then cancelled in exchange for cash equal to the number of option shares times the excess of the offer price over each option’s exercise price.
Following these transactions, the Form 4 shows MacGregor with zero Dynavax shares and options beneficially owned directly.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (Right to Buy) | 50,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 25,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 22,500 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 22,500 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 22,500 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 28,500 | $0.00 | -- |
| Disposition | Common Stock - Restricted Stock Units | 21,829 | $0.00 | -- |
Footnotes (1)
- This Form 4 reports securities transacted pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among the Issuer, SANOFI, a French societe anonyme ("Parent"), and Samba Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the Merger Agreement, Purchaser completed a tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 per share (the "Common Stock"), for $15.50 per share (the "Offer Price"), in cash, without interest and subject to any applicable withholding of taxes. On February 10, 2026, Purchaser merged with and into the Issuer, with the Issuer surviving as an indirect wholly owned subsidiary of Parent (the effective time of such merger, the "Effective Time"). Pursuant to the terms of the Merger Agreement, at the Effective Time, each restricted stock unit ("RSU") award that was outstanding as of immediately prior to the Effective Time held by the Reporting Person, whether vested or unvested, was cancelled and converted into the right to receive cash in an amount equal to (i) the number of shares issuable in settlement of such RSU award immediately prior to the Effective Time without regard to vesting, multiplied by (ii) the Offer Price. Pursuant to the terms of the Merger Agreement, (i) each stock option that was outstanding as of immediately prior to the Effective Time held by the Reporting Person became fully vested immediately prior to the Effective Time, and (ii) at the Effective Time, each stock option that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive cash in an amount equal to (i) the number of shares subject to such stock option immediately prior to the Effective Time, without regard to vesting, multiplied by (ii) the excess of the Offer Price over the exercise price per share of such stock option.
