Callori Fred 4

What Happened
Fred Callori, a director of Astria Therapeutics, reported dispositions of derivative securities totaling 77,249 shares on January 23, 2026. These dispositions are tied to the Merger with BioCryst: in‑the‑money stock options were canceled and paid out in cash pursuant to the merger agreement (cash per option = number of shares × ($13.00 − option exercise price)). No open‑market sale price is reported on the Form 4 because the transactions are merger‑related cash settlements rather than public sales.

Key Details

• Transaction date: 2026-01-23 (filing date: 2026-01-23).
• Reported dispositions (shares, derivative): 14,166; 8,333; 14,100; 14,100; 26,550 — total 77,249 shares.
• Price/total value: N/A on the form; cash paid for each canceled in‑the‑money option equals (13.00 − exercise price) × shares subject to the option. The filing does not disclose exercise prices or aggregate cash paid.
• Shares owned after transaction: not specified in the provided filing data.
• Notable footnotes: (F1) totals adjusted for Astria’s 1‑for‑6 reverse split (Aug 19, 2021). (F2/Remarks) Per the October 14, 2025 merger agreement, in‑the‑money options were cashed out at $13.00 less strike price; out‑of‑the‑money options were canceled for no consideration and are exempt from Section 16 reporting rules and thus are not listed.
• Filing timeliness: filing date equals transaction date; no late filing indicated.

Context: These were merger cash‑out transactions (derivative dispositions), not routine open‑market sales or purchases. Such filings reflect contractually required payouts for option cancellations in the merger and should not be interpreted the same as voluntary insider market trades.