Galera Therapeutics (NASDAQ: GRTX) director’s options converted in merger
Rhea-AI Filing Summary
Galera Therapeutics director Lawrence M. Alleva reported issuer-related dispositions of his remaining Galera securities tied to the completion of Galera’s mergers with Obsidian Therapeutics and Gazelle Parent, Inc. On August 3, 2026, he disposed of 240 Galera stock options (exercise price $8.20, expiring February 23, 2035) and the reported directly held and trust-held Galera common shares, which were transferred to the issuer and converted under the merger terms. Each Galera common share became the right to receive 0.7019 shares of Parent common stock, and Galera stock options with exercise prices below $15.62 were fully vested and converted into Parent shares, while higher-priced options were cancelled for no consideration. All reported figures reflect a 1-for-200 reverse stock split completed on July 12, 2026.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 51 shares
Net Sell
3 txns
Insider
Alleva Lawrence M
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (Right to Buy) F1, F2, F4 | 240 | -- | -- |
| Disposition | Common Stock F1, F2, F3 | 11 | -- | -- |
| Disposition | Common Stock F1, F2, F3 | 40 | -- | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 0 shares (Direct);
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By the Lawrence M. Alleva Revocable Trust.)
Footnotes (4)
- F1. These numbers have been adjusted to reflect the 1-for-200 reverse stock split Galera Therapeutics, Inc. ("Galera") effected on July 12, 2026.
- F2. Pursuant to an Agreement and Plan of Merger, dated as of April 14, 2026 (the "Merger Agreement"), by and among Galera, Obsidian Therapeutics, Inc. ("Obsidian"), Gazelle Parent, Inc. ("Parent"), Onyx MergerSub, Inc., a wholly owned subsidiary of Parent ("Obsidian Merger Sub"), and Gazelle Merger Subsidiary, Inc., a wholly owned subsidiary of Parent ("Galera Merger Sub"), on August 3, 2026, Galera merged with and into Galera Merger Sub, with Galera surviving as a wholly owned subsidiary of Parent (the "Galera Merger"), and Obsidian merged with and into Obsidian Merger Sub, with Obsidian surviving as a wholly owned subsidiary of Parent (together with the Galera Merger, the "Mergers").
- F3. At the effective time of the Galera Merger (the "Galera Effective Time"), each outstanding share of Galera common stock (excluding any shares of Galera common stock held by stockholders who had exercised and perfected appraisal rights for such shares) was converted into the right to receive 0.7019 shares of Parent common stock (the "Galera Exchange Ratio").
- F4. At the Galera Effective Time, each outstanding Galera stock option with an exercise price per share less than $15.62 (each, an "In-the-Money Option"), which was the closing trading price of a share of Galera common stock on the last full trading day on which the Galera common stock was traded prior to the date of the Galera Effective Time, became fully vested and was converted into shares of Parent common stock determined by (i) multiplying the number of shares of Galera common stock underlying the In-the-Money Option by the Galera Exchange Ratio (rounded down to the nearest whole share) then (ii) subtracting the number of shares of Parent common stock with a value equal to the exercise price and withholding taxes each required to be paid with respect to the net exercise of the In-the-Money Option, calculated pursuant to the formula set forth in Section 2.6(i) of the Merger Agreement.
Key Figures
Reverse stock split ratio: 1-for-200
Merger agreement date: April 14, 2026
Options disposed: 240 stock options
+5 more
8 metrics
Reverse stock split ratio
1-for-200
Galera effected a 1-for-200 reverse stock split on July 12, 2026.
Merger agreement date
April 14, 2026
Agreement and Plan of Merger among Galera, Obsidian, Gazelle Parent and subsidiaries.
Options disposed
240 stock options
Stock options with $8.20 exercise price and February 23, 2035 expiration were disposed to the issuer.
Option exercise price
$8.20 per share
Exercise price of Galera stock options converted under the merger terms.
Galera exchange ratio
0.7019 shares
Each Galera common share became the right to receive 0.7019 shares of Parent common stock.
In-the-money threshold
$15.62 per share
Closing Galera share price used to define In-the-Money Options at the Galera merger effective time.
Common shares disposed (direct)
11 shares
Directly held Galera common shares disposed to the issuer on August 3, 2026.
Common shares disposed (indirect)
40 shares
Indirect Galera shares held by the Lawrence M. Alleva Revocable Trust disposed on August 3, 2026.
Key Terms
1-for-200 reverse stock split, Agreement and Plan of Merger, In-the-Money Option, Galera Exchange Ratio
4 terms
1-for-200 reverse stock split financial
"These numbers have been adjusted to reflect the 1-for-200 reverse stock split Galera..."
Agreement and Plan of Merger regulatory
"Pursuant to an Agreement and Plan of Merger, dated as of April 14, 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.
In-the-Money Option financial
"each outstanding Galera stock option with an exercise price per share less than $15.62 (each, an "In-the-Money Option")..."
Galera Exchange Ratio financial
"was converted into the right to receive 0.7019 shares of Parent common stock (the "Galera Exchange Ratio")."
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transactions did Galera Therapeutics (GRTX) report for Lawrence M. Alleva?
Lawrence M. Alleva reported dispositions of 240 Galera stock options and his reported Galera common shares on August 3, 2026. These securities were transferred to Galera in connection with the mergers and converted into rights to receive Parent common stock under the agreed exchange terms.
What happened to Galera Therapeutics (GRTX) stock options in the merger?
At the merger effective time, Galera stock options with exercise prices below $15.62 became fully vested and were converted into shares of Parent common stock under a formula using the 0.7019 exchange ratio. Non-in-the-money options were cancelled for no consideration.
What reverse stock split did Galera Therapeutics (GRTX) complete before the merger?
Galera effected a 1-for-200 reverse stock split on July 12, 2026. All option and share figures reported for Lawrence M. Alleva in this insider filing have been adjusted to reflect this reverse split ratio.
Were the GRTX insider transactions reported by Lawrence M. Alleva under a Rule 10b5-1 plan?
No. The filing’s Rule 10b5-1 checkbox is not marked as affirming a trading plan, and there is no footnote indicating that these merger-related dispositions were executed pursuant to a Rule 10b5-1 or similar pre-arranged trading arrangement.
How were Lawrence M. Alleva’s indirect GRTX holdings reported in this Form 4?
The filing shows an indirect disposition of 40 shares of Galera common stock held "By the Lawrence M. Alleva Revocable Trust." After the merger-related transaction, the reported Galera common stock position for this trust was reduced to zero.