ESSA Pharma CFO sells 33,343 shares in merger at ~$0.12 + CVR

ESSA Pharma (EPIX) reported an insider transaction tied to its completed business combination.

Rhea-AI Filing Summary

ESSA Pharma (EPIX) reported an insider transaction tied to its completed business combination. The company’s Chief Financial Officer disposed of 33,343 common shares on October 9, 2025, as all outstanding shares were acquired by Xeno Acquisition Corp. pursuant to the Business Combination Agreement.

Holders received approximately US$0.12 per share in cash plus one contingent value right (CVR) per share, which entitles the holder to receive up to approximately US$0.14 per CVR within specified periods after closing. Following the transaction, the reporting person beneficially owned 0 shares.

Insider Trade Summary

Disposition: 33,343 shares

Disposition 1 txn

Insider Wood David S.

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Disposition	Common Shares	33,343	$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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did ESSA Pharma (EPIX) disclose in this Form 4?

The CFO reported disposing of 33,343 common shares on October 9, 2025 in connection with the closing of a business combination.

What consideration did ESSA Pharma shareholders receive?

Shareholders received approximately US$0.12 per share in cash plus one CVR per share, with the CVR paying up to approximately US$0.14 within specified periods.

Who acquired ESSA Pharma’s outstanding shares?

Xeno Acquisition Corp. acquired all issued and outstanding common shares pursuant to the Business Combination Agreement.

What is the CVR mentioned in the filing?

A contingent value right entitles each holder to receive up to approximately US$0.14 per share within specified periods after closing.

What is the reporting person’s role at ESSA Pharma (EPIX)?

The reporting person is the Chief Financial Officer.

How many shares does the reporting person own after the transaction?

The reporting person beneficially owned 0 shares following the reported transaction.

When did the transaction occur?

The transaction date was October 9, 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Wood David S.

(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)

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

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		33,343	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/ Wood David	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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.