Forbion European Acquisition Corp SEC Filings

UBS AG has filed a Rule 424(b)(2) pricing supplement for a small, $1.504 million issuance of Trigger Autocallable Contingent Yield Notes with Memory Interest maturing 14 July 2028. The notes are unsecured, unsubordinated obligations of UBS AG London Branch and are linked to the weaker performer of the Russell 2000® Index (RTY) and the S&P 500® Index (SPX).

Coupon mechanics. Investors receive a 7.35% p.a. fixed contingent coupon (paid semi-annually, $36.75 per $1,000) only when both indices close at or above their 70% coupon barriers on an observation date. Missed coupons are not lost: the memory-interest feature pays all previously unpaid coupons the next time both indices meet the barrier.

Autocall. On any observation date before final valuation, the notes are automatically called if both indices are at or above 100% of their initial levels. Investors then receive the $1,000 principal plus the current and any accrued coupons; no further payments occur.

Principal risk. If the notes are not called and, at maturity, either index closes below its 70% downside threshold, repayment is $1,000 × (1 + return of the worst index). A 40% index loss therefore translates into a 40% capital loss. Full principal is protected only if both indices stay above their thresholds.

Key terms.

• Initial levels: RTY 2,234.827; SPX 6,259.75
• Coupon/Downside barriers: 70% of initial levels (RTY 1,564.379; SPX 4,381.83)
• Observation dates: semi-annual; settlement T+3
• Estimated initial value: $962.20 (96.22% of issue price) reflects embedded fees and UBS funding spread
• Fees: $15 underwriting discount plus $6 structuring fee per note; net proceeds $985 per $1,000

Risk highlights. Investors face (i) full market risk below the 70% thresholds, (ii) contingent and potentially zero income, (iii) UBS credit risk, (iv) liquidity constraints—no exchange listing and discretionary market-making by UBS Securities LLC—and (v) valuation friction because the issue price exceeds the model-based estimated value by 3.78%.

Investor profile. The product targets investors comfortable with equity downside risk, seeking enhanced coupon income, willing to forgo upside participation and able to hold to maturity or autocall.

enGene Holdings Inc. (ENGN) – Form 4 filing dated 10 July 2025

The filing discloses a routine equity compensation grant to new director Michael Thomas Heffernan. On 08 July 2025 the company issued a stock option to purchase 45,000 common shares at an exercise price of $3.83 per share. The option expires on 08 July 2035 and vests in three equal annual tranches (one-third on each of the first, second and third anniversaries of Mr. Heffernan’s board appointment on 08 July 2025). After the grant, Mr. Heffernan beneficially owns 45,000 derivative securities, held directly. No common shares were bought or sold, and no cash changed hands at this stage; the transaction represents potential future dilution only if the options are exercised.

• Form type: Form 4 (Section 16 insider transaction)
• Reporting person’s role: Director (not an officer or 10% owner)
• Nature of transaction: Initial option grant – Code “A” (acquisition)
• Potential value: Intrinsic value depends on future share price exceeding $3.83

The grant aligns director incentives with shareholder performance but is immaterial to the company’s overall share count and financials.

enGene Holdings Inc. (ENGN) – Form 4 filing dated 10 July 2025

The filing discloses a routine equity compensation grant to new director Michael Thomas Heffernan. On 08 July 2025 the company issued a stock option to purchase 45,000 common shares at an exercise price of $3.83 per share. The option expires on 08 July 2035 and vests in three equal annual tranches (one-third on each of the first, second and third anniversaries of Mr. Heffernan’s board appointment on 08 July 2025). After the grant, Mr. Heffernan beneficially owns 45,000 derivative securities, held directly. No common shares were bought or sold, and no cash changed hands at this stage; the transaction represents potential future dilution only if the options are exercised.

• Form type: Form 4 (Section 16 insider transaction)
• Reporting person’s role: Director (not an officer or 10% owner)
• Nature of transaction: Initial option grant – Code “A” (acquisition)
• Potential value: Intrinsic value depends on future share price exceeding $3.83

The grant aligns director incentives with shareholder performance but is immaterial to the company’s overall share count and financials.

Form 4 filing overview: On 07/09/2025, Dare Bioscience, Inc. (DARE) reported that director William H. Rastetter received a new stock option grant for 4,500 shares of common stock at an exercise price of $2.44 per share. The option vests in full on the earlier of (i) one year from the grant date or (ii) immediately prior to the company’s next annual meeting, provided the director remains in service, and becomes fully exercisable upon a change-in-control event. The option has a 10-year term expiring on 07/09/2035 and is held directly by the director.

No shares were sold or otherwise disposed of, and the transaction represents a standard equity incentive intended to align board member interests with those of shareholders. Given the small size of the award and its routine nature, the filing does not signal any material change in ownership structure or future corporate strategy.

UBS AG is offering $1.825 million of Trigger Autocallable Contingent Yield Notes linked to the common stock of Amgen Inc. (AMGN). The three-year notes are unsubordinated, unsecured debt obligations of UBS AG (London branch) and settle on 14 July 2025, with final maturity on 14 July 2028, unless automatically called earlier.

Key commercial terms

• Issue price: $10.00 per note (minimum purchase 100 notes).
• Estimated initial value: $9.65 per note (reflects underwriting discount, hedging & funding costs).
• Underlying: Amgen common stock – initial level $300.37.
• Contingent coupon: 8.00% p.a. ($0.20 quarterly) paid only if AMGN closes ≥ coupon barrier on a given observation date.
• Coupon barrier & downside threshold: $186.23 (62% of initial level).
• Automatic call: Quarterly, first possible on 14 Jan 2026; triggered if AMGN closes ≥ initial level on any observation date. Holder then receives principal plus latest coupon and the note terminates.
• Principal repayment: • 100% at maturity if not previously called and AMGN ≥ downside threshold. • Otherwise, cash redemption = $10 × (1 + underlying return), exposing investor to full downside below the threshold, up to 100% loss.

Risk highlights

• No guaranteed coupons; investors may receive few or none.
• Market risk mirrors downside of AMGN once the 38% buffer is pierced.
• Credit risk of UBS AG; notes are not FDIC-insured.
• Limited liquidity: unlisted, secondary market making at UBS discretion only.
• Conflict-of-interest and pricing considerations: issue price exceeds model value; early secondary quotes may temporarily include a premium that amortises within three months.

Timeline

• Trade date: 10 Jul 2025
• Settlement: 14 Jul 2025 (T+2)
• 12 scheduled quarterly observation dates; final valuation 12 Jul 2028

Illustrative outcomes

• Best case: first call (≈6 months) delivers $10.20 total, a 4.0% absolute return in half a year.
• Hold to maturity with AMGN ≥ threshold: receive principal plus any final coupon (maximum compounded return ≈8% p.a. if all coupons are paid and never called).
• AMGN at 41% below initial at maturity (example): redemption $5.89, plus $0.20 prior coupon = 39% loss.

The structure suits investors comfortable with single-stock exposure, contingent income and potential early redemption, who can withstand significant capital loss and the credit risk of UBS.

Grove Collaborative Holdings, Inc. (NYSE: GROV) filed an 8-K disclosing an Amendment to its $100 million Standby Equity Purchase Agreement (SEPA) with YA II PN, Ltd. (Yorkville). The original July 18, 2022 SEPA permits Grove to issue up to $100 million of Class A common stock to Yorkville at its discretion over 36 months.

The July 8 2025 amendment makes two material changes: (1) the definition of “Market Price” is revised from the average volume-weighted average price (VWAP) over three trading days to the lowest daily VWAP within that period, and (2) the commitment period is extended to August 1 2027, providing Grove an additional two years of access to the facility.

Implications for investors: The extension enhances Grove’s liquidity flexibility and could reduce financing risk during a challenging macro environment. However, using the lowest VWAP as the pricing floor may lead to lower issuance prices and greater dilution for existing shareholders if the facility is drawn. No immediate share issuance or financial metrics were reported; the amendment simply modifies contractual terms.

Blaize Holdings, Inc. (Nasdaq: BZAI) filed Prospectus Supplement No. 4 and an accompanying Current Report that together disclose a three-year, non-exclusive Sales Partner Referral Agreement executed on 30 June 2025 between wholly-owned subsidiary Blaize, Inc. and Burkhan LLC, an affiliate of Burkhan Capital.

Key commercial terms:

• Initial approved customer: BurTech Systems Tech LLC (BST), also affiliated with Burkhan.
• Potential purchase volume: BST will buy up to $56.5 million of Blaize products & services (GSP hardware, SDK, AI Studio, professional services) for resale to an unaffiliated end-user during Q2 2025-2026.
• Financing structure: BST fronts the purchase price; the end-user reimburses BST plus a 2.5 % financing fee.
• Commissions: Burkhan LLC earns up to 10 % of gross revenue on each qualifying purchase, paid 50 % cash / 50 % cash or Blaize common stock (VWAP-based), contingent on Blaize achieving a specified gross-margin threshold. Payments occur as Blaize receives cash.
• Termination: Either party may terminate for convenience with 30 days’ notice or for breach with 5 days’ notice.
• Governance: The Audit Committee approved the related-party transaction; confidentiality, non-circumvention and FCPA compliance clauses included.

Capital markets details:

• Up to 29.7 million new shares may become issuable upon warrant exercise under the underlying S-1.
• The referral agreement permits unregistered issuance of common stock to Burkhan LLC, relying on Section 4(a)(2) exemption, potentially dilutive but capped by Nasdaq Rule 5635(d).
• Closing prices on 7 July 2025: $2.83 per common share and $0.3534 per warrant.

Investment takeaways: If fully executed, the BST order would be material relative to Blaize’s historical scale, providing multi-year revenue visibility. However, purchase volumes remain up to $56.5 million and are subject to customer acceptance, contract margins, and early termination rights. Additionally, commissions (cash plus potential equity) reduce net profitability and may create dilution. The related-party nature warrants ongoing governance scrutiny.