BATE KENNETH 4

What Happened

• Kenneth Bate, a director of Astria Therapeutics, disposed of a total of 79,749 derivative shares (16,666; 8,333; 14,100; 14,100; 26,550) on January 23, 2026. The filing lists these as "Disposition to the issuer" of derivative securities (price reported as N/A).
• These dispositions occurred at the effective time of Astria’s merger into BioCryst. Per the merger agreement, In‑the‑Money stock options (exercise price < $13.00) were cashed out for a cash payment equal to (shares × ($13.00 − exercise price)); Out‑of‑the‑Money options (exercise price ≥ $13.00) were canceled for no consideration.

Key Details

• Transaction date: 2026-01-23 (Effective time of the merger); price: N/A in the Form 4.
• Total derivative shares disposed: 79,749 (breakdown: 16,666; 8,333; 14,100; 14,100; 26,550).
• Shares owned after the transactions: not specified in the excerpted filing.
• Notable footnotes: F1 — amounts adjusted for 1-for-6 reverse split (Aug 19, 2021). F2 — merger with BioCryst: in‑the‑money options were cash‑settled as described; out‑of‑the‑money options canceled for no consideration (exempt under Rules 16a‑4(d) / 16b‑6(d)).
• Timeliness: Transaction and filing dated the same day (2026-01-23), indicating a timely report.

Context

• These were derivative/security cancellations and cash settlements tied to the company being acquired, not open‑market sales. For in‑the‑money options the cash payout depends on each option’s exercise price, which the filing does not itemize, so the Form 4 does not show total cash received.
• Out‑of‑the‑money options were canceled for no consideration and are exempt from Section 16 reporting as noted in the filing. This type of merger-driven cancellation is routine and reflects the transaction terms rather than a market-driven buy/sell decision.