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Amicus Therapeutics (NASDAQ: FOLD) director’s shares and options cashed out in BioMarin deal

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AMICUS THERAPEUTICS, INC. director Craig A. Wheeler disposed of his equity in connection with the acquisition of Amicus by BioMarin Pharmaceutical Inc. Each reported transaction reflects a disposition to the issuer tied to consummation of the merger.

Wheeler surrendered 84,631 shares of Common Stock at $14.50 per share and no Common Stock remained directly owned afterward. He also disposed of multiple fully vested stock option awards, each cancelled and converted into a cash right based on the $14.50 per share merger price minus the option’s exercise price, multiplied by the shares underlying each option grant.

The cancelled options covered various exercise prices, including $5.96, $8.55, $10.27, $10.71, $12.00, $12.62, $12.81, $8.60 and $6.71 per share, with expiration dates ranging from 2026 to 2035. Following these actions, Wheeler no longer held Common Stock or the reported options directly.

Positive

  • None.

Negative

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Insights

Director’s Amicus equity is fully cashed out through the BioMarin merger.

The filing shows Craig A. Wheeler, a director of Amicus Therapeutics, disposing of all reported Common Stock and stock options in connection with the company’s acquisition by BioMarin Pharmaceutical Inc. Consideration is tied to the stated merger price of $14.50 per share.

Wheeler’s 84,631 Common shares were disposed of at $14.50 per share, and each option grant was cancelled for a cash right equal to $14.50 minus the relevant exercise price, times the number of underlying shares. All listed options were fully vested at or upon merger closing.

With zero shares and no listed options remaining after these transactions, this Form 4 reflects a clean payout of the director’s disclosed Amicus equity as part of the merger structure. The event is transactional and stems from the change of control, not an open‑market trading decision.

Insider WHEELER CRAIG A
Role null
Type Security Shares Price Value
Disposition Stock Options (right to buy) 30,000 $0.00 --
Disposition Stock Options (right to buy) 16,236 $0.00 --
Disposition Stock Options (right to buy) 19,473 $0.00 --
Disposition Stock Options (right to buy) 18,574 $0.00 --
Disposition Stock Options (right to buy) 36,111 $0.00 --
Disposition Stock Options (right to buy) 45,423 $0.00 --
Disposition Stock Options (right to buy) 30,474 $0.00 --
Disposition Stock Options (right to buy) 42,467 $0.00 --
Disposition Stock Options (right to buy) 74,872 $0.00 --
Disposition Common Stock 84,631 $14.50 $1.23M
Holdings After Transaction: Stock Options (right to buy) — 0 shares (Direct, null); Common Stock — 0 shares (Direct, null)
Footnotes (1)
  1. The reported securities were disposed of in connection with consummation of the acquisition of the Issuer by BioMarin Pharmaceutical Inc. (the "Merger"), which included 64,217 shares of Common Stock and 20,414 restricted stock units (which vested in full in connection with consummation of the Merger). In connection with consummation of the Merger, each reported stock option ("Option") was cancelled and converted into the right to receive a cash payment equal to (a) the excess of (i) $14.50 per share over (ii) the exercise price payable per share, multiplied by (b) the total number of shares subject to such Option. Each Option was fully vested. Each Option vested in full in connection with consummation of the Merger.
Common Stock disposed 84,631 shares at $14.50 Disposition to issuer in connection with merger
Merger cash price $14.50 per share Used to calculate cash for Common Stock and options
Option exercise price example $5.96 per share One cancelled option grant with 74,872 underlying shares
Option exercise price example $10.27 per share One cancelled option grant with 42,467 underlying shares
Option exercise price example $6.71 per share One cancelled option grant with 30,000 underlying shares
Post-transaction Common Stock 0 shares Total shares following transaction for Common Stock line
restricted stock units financial
"which included 64,217 shares of Common Stock and 20,414 restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
stock option financial
"each reported stock option ("Option") was cancelled and converted into the right to receive a cash payment"
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
Merger financial
"disposed of in connection with consummation of the acquisition of the Issuer by BioMarin Pharmaceutical Inc. (the "Merger")"
A merger is when two companies combine into a single business, with ownership and control reorganized so they operate as one entity. For investors it matters because mergers can change the value and risk of holdings—shares may be exchanged, diluted, or rise if the combined company saves costs or gains market power, and the deal often depends on regulatory approval and successful integration like two households joining resources and routines.
exercise price financial
"the excess of (i) $14.50 per share over (ii) the exercise price payable per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
BioMarin Pharmaceutical Inc. financial
"acquisition of the Issuer by BioMarin Pharmaceutical Inc. (the "Merger")"
SEC Form 4
FORM 4UNITED 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*
WHEELER CRAIG A

(Last)(First)(Middle)
47 HULFISH STREET

(Street)
PRINCETON NEW JERSEY 08542

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
AMICUS THERAPEUTICS, INC. [ FOLD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/27/2026D84,631(1)D$14.50D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (right to buy)$6.7104/27/2026D(2)30,000 (3)06/09/2026Common Stock30,000(2)0D
Stock Options (right to buy)$8.604/27/2026D(2)16,236 (3)06/13/2027Common Stock16,236(2)0D
Stock Options (right to buy)$1204/27/2026D(2)19,473 (3)06/27/2029Common Stock19,473(2)0D
Stock Options (right to buy)$12.8104/27/2026D(2)18,574 (3)06/04/2030Common Stock18,574(2)0D
Stock Options (right to buy)$10.7104/27/2026D(2)36,111 (3)06/10/2031Common Stock36,111(2)0D
Stock Options (right to buy)$8.5504/27/2026D(2)45,423 (3)06/09/2032Common Stock45,423(2)0D
Stock Options (right to buy)$12.6204/27/2026D(2)30,474 (3)06/08/2033Common Stock30,474(2)0D
Stock Options (right to buy)$10.2704/27/2026D(2)42,467 (3)06/06/2034Common Stock42,467(2)0D
Stock Options (right to buy)$5.9604/27/2026D(2)74,872 (4)06/05/2035Common Stock74,872(2)0D
Explanation of Responses:
1. The reported securities were disposed of in connection with consummation of the acquisition of the Issuer by BioMarin Pharmaceutical Inc. (the "Merger"), which included 64,217 shares of Common Stock and 20,414 restricted stock units (which vested in full in connection with consummation of the Merger).
2. In connection with consummation of the Merger, each reported stock option ("Option") was cancelled and converted into the right to receive a cash payment equal to (a) the excess of (i) $14.50 per share over (ii) the exercise price payable per share, multiplied by (b) the total number of shares subject to such Option.
3. Each Option was fully vested.
4. Each Option vested in full in connection with consummation of the Merger.
/s/ Christian Formica, Attorney-in-Fact04/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What does the Craig A. Wheeler Form 4 mean for AMICUS THERAPEUTICS (FOLD)?

The Form 4 shows Craig A. Wheeler disposing of all reported Amicus equity as part of its acquisition by BioMarin at $14.50 per share. His Common Stock and fully vested options were cancelled and converted into cash rights based on the merger consideration formula.

How many AMICUS THERAPEUTICS (FOLD) shares did Craig A. Wheeler dispose of?

Craig A. Wheeler disposed of 84,631 shares of Amicus Common Stock at $14.50 per share in connection with the BioMarin acquisition. After this disposition, the filing indicates he held zero shares of Common Stock directly in the issuer.

What happened to Craig A. Wheeler’s stock options in AMICUS THERAPEUTICS (FOLD)?

Each reported Amicus stock option held by Craig A. Wheeler was cancelled at the merger closing and converted into a cash right. The payment equals $14.50 minus the option’s exercise price, multiplied by the number of shares covered by each option grant.

Were Craig A. Wheeler’s AMICUS THERAPEUTICS (FOLD) options vested before the merger?

All reported Amicus stock options were fully vested at or upon the merger’s consummation. Footnotes state that each option was fully vested or vested in full in connection with the BioMarin transaction, supporting immediate cash settlement under the merger terms.

Does Craig A. Wheeler still hold AMICUS THERAPEUTICS (FOLD) equity after the BioMarin merger?

According to the Form 4, Craig A. Wheeler’s total shares following the reported transactions are zero for Common Stock and the listed options. This indicates that, for the securities reported in this filing, he no longer holds direct Amicus equity after the merger close.