Forte director Gryska cashes out at $77 merger
Forte Biosciences, Inc. (FBRX) director David W. Gryska reported dispositions of common stock and equity awards in connection with the company’s merger with argenx BV.
Rhea-AI Filing Summary
Forte Biosciences, Inc. (FBRX) director David W. Gryska reported dispositions of common stock and equity awards in connection with the company’s merger with argenx BV. He tendered 5,940 shares of common stock into a tender offer at $77.00 per share in cash. Unexercised stock options with exercise prices below $77.00 covering 36,000 shares in total and 18,353 restricted stock units were canceled and converted into lump-sum cash rights based on the $77.00 Merger Consideration, subject to withholding taxes, while certain higher-priced options were canceled with no consideration. Following the merger, Forte Biosciences became a wholly owned subsidiary of argenx BV.
Positive
- None.
Negative
- None.
Insider Trade Summary
6 transactions reported
Mixed
6 txns
Insider
GRYSKA DAVID W
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (right to buy) F2 | 2,000 | -- | -- |
| Disposition | Stock Option (right to buy) F2 | 1,000 | -- | -- |
| Disposition | Stock Option (right to buy)] F2 | 2,000 | -- | -- |
| Disposition | Stock Option (right to buy) F2 | 31,000 | -- | -- |
| Disposition | Restricted Stock Units F3, F4 | 18,353 | -- | -- |
| Tender Offer | Common Stock F1 | 5,940 | -- | -- |
Holdings After Transaction:
Stock Option (right to buy) — 0 contracts (Direct);
Stock Option (right to buy)] — 0 contracts (Direct);
Restricted Stock Units — 0 contracts (Direct);
Common Stock — 0 shares (Direct)
Footnotes (4)
- F1. Pursuant to the Agreement and Plan of Merger, dated July 26, 2026 (the "Merger Agreement"), by and among Forte Biosciences, Inc. ("Company"), argenx BV ("Parent"), and Avena Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), the shares of common stock of Company that were tendered to Purchaser prior to the expiration time of the offer were exchanged for $77.00 per share ("Merger Consideration"), net to the seller in cash, without interest, subject to any required withholding tax. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Purchaser merged with and into Company (the "Merger"), with Company surviving the Merger as a wholly owned subsidiary of Parent.
- F2. Pursuant to the Merger Agreement, each unexercised and outstanding option to purchase shares of Common Stock (a "Company Option"), whether or not vested, and which had a per share exercise price that was less than the Merger Consideration, was canceled and converted into the right of the holder to receive (i) (subject to any applicable withholding taxes) a lump-sum cash payment equal to (x) the excess (if any) of (a) the Merger Consideration over (b) the per share exercise price subject to such Company Option, multiplied by (y) the total number of shares subject to such Company Option immediately prior to the effective time of the Merger. At the effective time of the Merger, each Company Option that is then outstanding and unexercised, whether or not vested and which has a per share exercise price that is equal to or greater than the Merger Consideration, shall be cancelled with no consideration payable therefor.
- F3. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Forte Biosciences, Inc. (the "Issuer") Common Stock.
- F4. Pursuant to the Merger Agreement, each outstanding restricted stock unit (a "Company RSU"), whether or not vested, was canceled and converted into the right of the holder to receive (i) (subject to any applicable withholding taxes) a lump-sum cash payment equal to (x) the Merger Consideration, multiplied by (y) the total number of shares subject to such Company RSU immediately prior to the effective time of the Merger.
Key Figures
Merger Consideration per share: $77.00 per share
Common shares tendered: 5,940 shares
Stock options at $25.50 exercise price: 2,000 shares
+4 more
7 metrics
Merger Consideration per share
$77.00 per share
Cash consideration for each tendered Forte Biosciences common share
Common shares tendered
5,940 shares
Forte Biosciences common stock tendered by David W. Gryska on August 27, 2026
Stock options at $25.50 exercise price
2,000 shares
Company Options with a $25.5000 per share exercise price canceled in the merger
Stock options at $20.00 exercise price
1,000 shares
Company Options with a $20.0000 per share exercise price canceled in the merger
Stock options at $8.60 exercise price
2,000 shares
Company Options with an $8.6000 per share exercise price canceled, leaving zero reported following
Stock options at $7.54 exercise price
31,000 shares
Company Options with a $7.5400 per share exercise price canceled in connection with the merger
Restricted Stock Units canceled
18,353 units
Forte Biosciences RSUs converted into cash rights based on the $77.00 Merger Consideration
Key Terms
Agreement and Plan of Merger, Merger Consideration, tender offer, restricted stock unit, +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated July 26, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"were exchanged for $77.00 per share ("Merger Consideration"), net to the seller"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
tender offer financial
"the shares of common stock of Company that were tendered to Purchaser"
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.
restricted stock unit financial
"Each restricted stock unit ("RSU") represents a contingent right to receive"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Company Option financial
"each unexercised and outstanding option to purchase shares of Common Stock (a "Company Option")"
FAQ
What insider transactions did FBRX director David W. Gryska report on this Form 4?
He reported six dispositions on August 27, 2026: a tender of 5,940 common shares in a cash tender offer and the cancellation of several stock option grants and 18,353 RSUs, all in connection with the completion of Forte Biosciences’ merger with argenx BV.
How were FBRX stock options held by David W. Gryska treated in the merger?
Unexercised Forte Biosciences stock options with exercise prices below $77.00 were canceled and converted into a right to receive a cash payment equal to the excess of $77.00 over the exercise price, multiplied by the number of option shares. Options with exercise prices at or above $77.00 were canceled with no consideration.
What happened to David W. Gryska’s restricted stock units in Forte Biosciences (FBRX)?
All outstanding Forte Biosciences restricted stock units held by him, totaling 18,353 units, were canceled and converted into a right to receive a lump-sum cash payment equal to the $77.00 Merger Consideration multiplied by the number of RSU shares, subject to withholding taxes.
What is the relationship between Forte Biosciences (FBRX) and argenx BV after the transactions?
After completion of the tender offer and subsequent merger, the acquisition vehicle merged with and into Forte Biosciences, with Forte Biosciences surviving as a wholly owned subsidiary of argenx BV under the terms of the Merger Agreement.
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