Kalb Michael Wayne 4

What Happened
Michael Wayne Kalb, Chief Financial Officer of Catalyst Pharmaceuticals (CPRX), disposed of company securities in connection with the closing of the company’s acquisition by Angelini Pharma S.p.A. On July 15, 2026 he surrendered 13,665 common shares at $31.50 per share for gross proceeds of $430,448. In addition, a total of 632,903 option/RSU-equivalent awards were cancelled/converted (reported at $0 per share because they were cash-settled under the merger terms).

Key Details

• Transaction date: July 15, 2026; Form 4 filed July 17, 2026 (filed within the standard 2‑business‑day window).
• Reported cash proceeds: $430,448 from sale of 13,665 common shares at $31.50.
• Other reported disposals (derivative/award items): 257,214; 169,248; 131,536; 21,416; 13,788; and 39,701 units (total 632,903) reported with $0 per-unit because they were cash‑settled.
• Total shares/equivalents affected: 646,568 (13,665 common shares + 632,903 options/RSUs).
• Footnotes: (F1–F5) disclose that the dispositions were made in connection with the Merger; RSUs/options vested on closing and were cancelled and converted into cash payments calculated under the merger (cash payments are net of tax withholdings).
• Filing timeliness: Noted as filed July 17 for a July 15 transaction — within the typical Form 4 reporting window (timely).

Context
These were disposals to the issuer as part of the acquisition closing, not open‑market sales. Options and restricted stock units vested at closing and were converted into cash payments per the merger agreement (i.e., cancelled and cashed out). Such merger-related cash settlements are routine corporate‑transaction outcomes and reflect the deal mechanics rather than an independent trading decision by the insider.