EPIX insider Form 4 shows merger close with cash and CVR terms

Rhea-AI Filing Summary

ESSA Pharma (EPIX) reported an insider transaction tied to its acquisition. On October 9, 2025, a director disposed of 30,002 common shares, reflecting the closing of a business combination in which all outstanding shares were acquired. Holders received approximately US$0.12 in cash per share plus one contingent value right (CVR) per share.

The CVR entitles the holder to receive up to approximately US$0.14 per CVR, payable within specified periods following the close. Following the transaction, the reporting person held 0 shares directly.

Insights

Equity capital markets analyst

Merger closed; holders get cash plus a CVR tied to post-close outcomes.

The filing reflects a completed sale of all ESSA Pharma common shares on October 9, 2025. Consideration was approximately US$0.12 in cash per share and one CVR per share, which may pay up to approximately US$0.14 within specified periods after closing.

This is an administrative Form 4 confirming insider disposition to zero, consistent with a change-of-control transaction. Actual CVR value depends on future triggers disclosed as “within specified periods following the close,” and holder outcomes will vary accordingly.

Insider Trade Summary

Net Seller: 30,002 shares

Net Sell 1 txn

Insider Requadt Scott

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Shares	30,002	$0.00	$0.00

Holdings After Transaction: Common Shares — 0 shares (Direct)

Footnotes (1)

1. F1. On October 9, 2025, pursuant to that certain Business Combination Agreement, dated July 13, 2025 (as amended by the Amendment Agreement, dated September 23, 2025, the "Agreement"), by and among the Issuer, XenoTherapeutics, Inc., Xeno Acquisition Corp. ("Purchaser") and XOMA Royalty Corporation, the Purchaser acquired all of the issued and outstanding common shares of the Issuer for (i) cash consideration of approximately US$0.12 per share and (ii) one contingent value right ("CVR") for each common share entitling its holder to receive up to approximately US$0.14 per CVR and payable within specified periods following the close of the transactions contemplated by the Agreement.

FAQ

What happened in ESSA Pharma (EPIX) on October 9, 2025?

All outstanding common shares were acquired; a director reported disposing of 30,002 shares as part of the business combination close.

What did EPIX shareholders receive per share at closing?

Approximately US$0.12 in cash per share and one contingent value right (CVR) per share.

How much can the EPIX CVR pay?

Each CVR entitles its holder to receive up to approximately US$0.14 within specified periods following the close.

How many shares did the reporting person hold after the transaction?

0 shares directly following the reported transaction.

What was the transaction code on the Form 4?

Code D, indicating a disposition of securities.

What role did the reporting person have at EPIX?

Director.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/15/2025 - 12:00 AM Learn about SEC filing dates

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

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Requadt Scott

(Last) (First) (Middle)

C/O ESSA PHARMA INC.

999 WEST BROADWAY, SUITE 720

(Street)

VANCOUVER A1 V5Z 1K5

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ESSA Pharma Inc. [ EPIX ]

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)
10/09/2025

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 Shares	10/09/2025		D		30,002	D	(1)	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

Explanation of Responses:

1. On October 9, 2025, pursuant to that certain Business Combination Agreement, dated July 13, 2025 (as amended by the Amendment Agreement, dated September 23, 2025, the "Agreement"), by and among the Issuer, XenoTherapeutics, Inc., Xeno Acquisition Corp. ("Purchaser") and XOMA Royalty Corporation, the Purchaser acquired all of the issued and outstanding common shares of the Issuer for (i) cash consideration of approximately US$0.12 per share and (ii) one contingent value right ("CVR") for each common share entitling its holder to receive up to approximately US$0.14 per CVR and payable within specified periods following the close of the transactions contemplated by the Agreement.

	/s/ Scott Requadt	10/15/2025
	** 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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