SKYLER JAY S 4
4 · Applied Therapeutics, Inc. · Filed Feb 3, 2026
Research Summary
AI-generated summary of this filing
Applied Therapeutics (APLT) Director Skyler Jay S Disposes 328,690 Shares
What Happened
Skyler Jay S, a director of Applied Therapeutics (APLT), reported dispositions totaling 328,690 shares on 2026-02-03 related to the company’s merger. The shares were converted/cancelled under the merger terms for a closing cash amount of $0.088 per share (net to the seller) plus one non-tradeable contingent value right (CVR) per share. The cash portion on 328,690 shares equals approximately $28,924.72. The disposals include both outstanding common shares and derivative awards (RSUs and options) that were vested, converted or cancelled as part of the transaction.
Key Details
- Transaction date on form: 2026-02-03 (Merger effective time per filing: 2026-01-28).
- Total shares disposed: 328,690 shares (breakdown: 65,000 shares of common stock; 263,690 shares from derivative awards — RSUs/options).
- Cash consideration: $0.088 per share (≈ $28,924.72 total) plus one non-tradeable CVR per share. Price reported as N/A on the Form 4 because shares were converted under the merger agreement.
- Derivative treatment: RSUs were deemed vested and converted into merger consideration; out‑of‑the‑money options were vested if applicable and any remaining out‑of‑the‑money options outstanding at the Effective Time were canceled for no consideration (per footnotes).
- Shares owned after the transaction: not disclosed in the filing.
- Filing date (accession): 2026-02-03. The Form 4 reports merger-related dispositions rather than open-market sales.
Context
These are merger-related dispositions (shares cancelled/converted into the merger consideration), not routine open-market sales. The reporting shows conversion to the merger consideration (cash + CVR) and the automatic treatment of equity awards under the merger agreement — so the transactions reflect corporate deal mechanics rather than an insider choosing to sell on the market.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2]2026-02-03−22,500→ 42,500 total - Disposition from Tender
Common Stock
[F1][F3]2026-02-03−42,500→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
[F4]2026-02-03−20,460→ 0 totalExercise: $1.05→ Common Stock (20,460 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F4]2026-02-03−10,230→ 0 totalExercise: $1.05→ Common Stock (10,230 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F4]2026-02-03−16,500→ 0 totalExercise: $1.05→ Common Stock (16,500 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F4]2026-02-03−16,500→ 0 totalExercise: $1.05→ Common Stock (16,500 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F4]2026-02-03−200,000→ 0 totalExercise: $0.40→ Common Stock (200,000 underlying)
Footnotes (4)
- [F1]Pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement") dated as of December, 11, 2025, among the Issuer, Cycle Group Holdings Limited and AT2B, INC. ("Purchaser"), Purchaser completed a tender offer for shares of Issuer and thereafter merged with and into the Issuer (the "Merger"), effective as of January 28, 2026, with the Issuer surviving the Merger. At the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer common stock was cancelled and converted into the right to receive (i) $0.088 per share of common stock, net to the seller in cash, without interest (the "Closing Amount") plus (ii) one non-tradeable contingent value right, in accordance with the terms and subject to the conditions of a contingent value rights agreement (the "Merger Consideration").
- [F2]Pursuant to the Merger Agreement, at the Effective Time, each outstanding RSU (whether vested or unvested) was deemed to have vested and was cancelled and automatically converted into the right to receive the Merger Consideration.
- [F3]Pursuant to the Merger Agreement, each share of common stock tendered by the Reporting Person was tendered in exchange for the Merger Consideration.
- [F4]Pursuant to the Merger Agreement, at the Effective Time, each option to purchase shares of common stock (each a "Stock Option") that has a per share exercise price that equals or exceeds the Closing Amount as of immediately prior to the Effective time (each such Stock Option, an "Out-of-the-Money Option"), to the extent not vested, was fully vested as of prior to the Effective Time. Any Out-of-the-Money Options that remained outstanding and unexercised as of the Effective Time were cancelled for no consideration at the Effective Time.