Tierney David S 4

What Happened
David S. Tierney, a director of Catalyst Pharmaceuticals (CPRX), disposed of company equity in connection with the July 15, 2026 closing of the acquisition by Angelini Pharma. He sold 383,314 shares at $31.50 per share for reported proceeds of $12,074,391. In addition, a number of stock options and restricted stock units (RSUs) were cancelled/converted as part of the merger and are reported as derivative dispositions (listed with $0 proceeds in the table but described in the footnotes).

Key Details

• Transaction date: July 15, 2026 (reported on Form 4 filed July 17, 2026). Filing appears timely (within two business days).
• Reported cash proceeds: $12,074,391 from sale of 383,314 shares at $31.50 each.
• Other reported dispositions: multiple option and RSU holdings (33,500; 30,000; 20,000; 15,000; 29,524; 23,248; 18,115; 1,414; 1,894; 5,468) shown as derivative dispositions with $0 proceeds in the table—these reflect cancellation/conversion tied to the merger.
• Footnotes: (F1–F6) confirm all reported securities were disposed of due to the merger; RSUs represent contingent rights to one share; options and RSUs were cancelled and converted into cash payments based on $31.50 per share (options paid the excess over strike), and all options/RSUs vested in full at closing.
• Shares owned after the transaction: not included in the provided excerpt of the filing.

Context
These transactions are merger-related dispositions—common when a company is acquired and equity awards are cashed out. The filing shows a large cash payout to the director; it does not, by itself, indicate ongoing buying or selling intent beyond the merger consideration and award conversions.