Dynavax (NASDAQ: DVAX) director paid $15.50 per share in Sanofi buyout

Rhea-AI Filing Summary

The Form 4 shows that Dynavax Technologies director Daniel L. Kisner had his equity cashed out in connection with the company’s merger with Sanofi. On February 10, 2026, Sanofi’s subsidiary completed a tender offer and merger, paying $15.50 per share for Dynavax common stock.

At the merger’s effective time, each share of common stock held by Kisner, including 1,500 common shares, was exchanged for cash at $15.50 per share. All of his restricted stock units covering 21,829 shares were cancelled and converted into cash based on the same price.

Multiple stock options with various exercise prices were first fully vested, then cancelled and converted into cash equal to the number of option shares multiplied by the difference between the $15.50 offer price and each option’s exercise price. Following these transactions, Kisner reported zero shares and zero options beneficially owned.

Insider Trade Summary

9 transactions reported

Mixed 9 txns

Insider KISNER DANIEL L

Role Director

Type	Security	Shares	Price	Value
Disposition	Stock Option (Right o Buy)	15,000	$0.00	--
Disposition	Stock Option (Right to Buy)	25,000	$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	--
U	Common Stock	1,500	$0.00	--
Disposition	Common Stock - Restricted Stock Units	21,829	$0.00	--

Holdings After Transaction: Stock Option (Right o Buy) — 0 shares (Direct); Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 0 shares (Direct); Common Stock - Restricted Stock Units — 0 shares (Direct)

Footnotes (1)

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 share of Common Stock held by the Reporting Person was tendered in exchange for the Offer Price. 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.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

KISNER DANIEL L

(Last) (First) (Middle)

C/O DYNAVAX TECHNOLOGIES

2100 POWELL STREET, SUITE 720

(Street)

EMERYVILLE CA 94608

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DYNAVAX TECHNOLOGIES CORP [ DVAX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/10/2026		U(1)(2)		1,500	D	(3)	0	D
Common Stock - Restricted Stock Units	02/10/2026		D(1)(2)		21,829	D	(4)	0	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right o Buy)	$4.97	02/10/2026		D(1)(2)			15,000	(5)	(5)	Common Stock	15,000	(5)	0	D
Stock Option (Right to Buy)	$4.84	02/10/2026		D(1)(2)			25,000	(5)	(5)	Common Stock	25,000	(5)	0	D
Stock Option (Right to Buy)	$8.2	02/10/2026		D(1)(2)			25,000	(5)	(5)	Common Stock	25,000	(5)	0	D
Stock Option (Right to Buy)	$11.68	02/10/2026		D(1)(2)			22,500	(5)	(5)	Common Stock	22,500	(5)	0	D
Stock Option (Right to Buy)	$11.2	02/10/2026		D(1)(2)			22,500	(5)	(5)	Common Stock	22,500	(5)	0	D
Stock Option (Right to Buy)	$11.85	02/10/2026		D(1)(2)			22,500	(5)	(5)	Common Stock	22,500	(5)	0	D
Stock Option (Right to Buy)	$10.18	02/10/2026		D(1)(2)			28,500	(5)	(5)	Common Stock	28,500	(5)	0	D

Explanation of Responses:

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").

2. 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").

3. Pursuant to the terms of the Merger Agreement, at the Effective Time, each share of Common Stock held by the Reporting Person was tendered in exchange for the Offer Price.

4. 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.

5. 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.

	/s/ Daniel L. Kisner, by /s/ Trevor Dutcher, Attorney-in-Fact	02/10/2026
	** Signature of Reporting Person	Date
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.
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FAQ

What does the latest DVAX Form 4 report for director Daniel L. Kisner?

The Form 4 reports that director Daniel L. Kisner’s Dynavax equity was fully cashed out in the Sanofi merger. His common shares, restricted stock units, and stock options were cancelled at closing and converted into cash based on the $15.50 per-share offer price.

At what price were Dynavax (DVAX) shares cashed out in the Sanofi deal?

Dynavax shares held by the reporting director were cashed out at $15.50 per share. This tender offer price applied to his common stock and was also used to calculate cash payments for his restricted stock units and vested stock options at the merger effective time.

What happened to Daniel Kisner’s Dynavax restricted stock units in this Form 4?

All of Daniel Kisner’s Dynavax restricted stock units were cancelled and converted into cash. The cash amount equaled 21,829 underlying shares multiplied by the $15.50 offer price, without regard to vesting, consistent with the merger agreement’s treatment of RSU awards at closing.

How were Dynavax (DVAX) stock options treated for the reporting director?

Each stock option first became fully vested, then was cancelled for a cash payment. The cash equaled the number of option shares multiplied by the excess of the $15.50 offer price over each option’s exercise price, as specified in the merger agreement terms.

Does Daniel Kisner still hold Dynavax shares after the Sanofi merger?

No. After the reported transactions, Daniel Kisner reported owning zero Dynavax shares and zero options. His common stock, restricted stock units, and stock options were all converted into cash consideration when the Sanofi tender offer and subsequent merger became effective on February 10, 2026.

What corporate transaction involving Dynavax (DVAX) underlies this Form 4?

The Form 4 reflects Dynavax’s merger with Sanofi via a tender offer and subsequent merger. Sanofi’s subsidiary acquired all outstanding Dynavax common stock for $15.50 per share in cash, after which Dynavax became an indirect wholly owned subsidiary of Sanofi.