LVTX director reports cash-and-CVR share sale and option cancel

Rhea-AI Filing Summary

LAVA Therapeutics N.V. director reported changes in holdings tied to a previously signed Purchase Agreement with XOMA Royalty Corporation. On 11/13/2025, the director disposed of 30,000 common shares, receiving $1.04 in cash per share plus one contingent value right (CVR) for each share. On the same date, a stock option covering 33,390 common shares with a $0.93 exercise price was cancelled under the same agreement in exchange for cash and CVRs, calculated as the excess of $1.04 over the option exercise price multiplied by the number of underlying shares, plus one CVR per in-the-money share.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Dhingra Kapil

Role Director

Type	Security	Shares	Price	Value
Disposition	Share Options (Right to Buy)	33,390	$0.00	--
Disposition	Common Shares	30,000	$0.00	--

Holdings After Transaction: Share Options (Right to Buy) — 0 shares (Direct); Common Shares — 0 shares (Direct)

Footnotes (1)

1. Disposed of pursuant to that certain Purchase Agreement, dated August 3, 2025, by and between the Issuer and XOMA Royalty Corporation (as amended, the " Purchase Agreement") in exchange for (i) $1.04 in cash per share (the "Cash Amount"), plus (ii) one non-transferable contingent value right ("CVR") per share. This option was cancelled pursuant to that certain Purchase Agreement in exchange for cash and CVRs (without interest and net of applicable withholding tax and other applicable deductions) in an amount equal to (i) the excess of $1.04 over the per share exercise price of such option multiplied by the total number of shares underlying such in option and (ii) one CVR per share underlying such in-the-money option.

Form 4 Insider Transactions: What Each Field Means →

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).

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^*

Dhingra Kapil

(Last) (First) (Middle)

C/O LAVA THERAPEUTICS N.V.

YALELAAN 62

(Street)

UTRECHT P7 3584 CM

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LAVA Therapeutics NV [ LVTX ]

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)
11/13/2025

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	11/13/2025		D		30,000	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
Share Options (Right to Buy)	$0.93	11/13/2025		D			33,390	(2)	02/12/2035	Common Shares	33,390	$0	0	D

Explanation of Responses:

1. Disposed of pursuant to that certain Purchase Agreement, dated August 3, 2025, by and between the Issuer and XOMA Royalty Corporation (as amended, the " Purchase Agreement") in exchange for (i) $1.04 in cash per share (the "Cash Amount"), plus (ii) one non-transferable contingent value right ("CVR") per share.

2. This option was cancelled pursuant to that certain Purchase Agreement in exchange for cash and CVRs (without interest and net of applicable withholding tax and other applicable deductions) in an amount equal to (i) the excess of $1.04 over the per share exercise price of such option multiplied by the total number of shares underlying such in option and (ii) one CVR per share underlying such in-the-money option.

	/s/ Amy Garabedian, Attorney-in-Fact	11/17/2025
	** 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.

FAQ

What insider transaction did LAVA Therapeutics (LVTX) report in this Form 4?

A director of LAVA Therapeutics N.V. reported disposing of 30,000 common shares on 11/13/2025 and having a stock option over 33,390 shares cancelled on the same date.

What consideration did the LAVA Therapeutics (LVTX) director receive for the 30,000 shares?

The 30,000 common shares were disposed of for $1.04 in cash per share plus one non-transferable contingent value right (CVR) for each share, as provided in the Purchase Agreement.

How were the LAVA Therapeutics (LVTX) stock options treated under the Purchase Agreement?

A stock option for 33,390 common shares with a $0.93 per share exercise price was cancelled in exchange for cash and CVRs equal to the excess of $1.04 over the exercise price times the number of shares, plus one CVR per in-the-money share, net of applicable taxes and deductions.

What agreement governs the reported LVTX share and option transactions?

The transactions were carried out under a Purchase Agreement dated August 3, 2025 between LAVA Therapeutics N.V. and XOMA Royalty Corporation, as referenced in the explanation of responses.

Does this LAVA Therapeutics (LVTX) Form 4 involve derivative securities?

Yes. The Form 4 reports the cancellation of share options (right to buy) covering 33,390 common shares with a $0.93 exercise price, exchanged for cash and CVRs under the Purchase Agreement.

What is the role of the reporting person at LAVA Therapeutics (LVTX)?

The reporting person is identified as a director of LAVA Therapeutics N.V. and filed the Form 4 as a single reporting person.