|4Feb 3, 7:16 PM ET

Hooks Corwin Dale 4

4 · Applied Therapeutics, Inc. · Filed Feb 3, 2026

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Applied Therapeutics (APLT) CCO Hooks Receives RSUs, Disposes Shares

What Happened

  • Hooks Corwin Dale, Chief Commercial Officer of Applied Therapeutics (APLT), was granted 312,500 compensatory Restricted Stock Units (RSUs) on 2025-12-19 (reported on Form 4 filed 2026-02-03). Those RSUs vested and were converted as part of a change in control/merger.
  • The filing also reports dispositions totaling 868,253 shares (5,753 shares described as a change-of-control disposition and 862,500 shares disposed to the issuer). Under the Merger Agreement each cancelled share was converted into $0.088 cash per share plus one non-tradeable contingent value right (CVR). The cash equivalent of the disposed shares is approximately $76,406.26.

Key Details

  • Transaction dates and amounts:
    • 2025-12-19: Grant/award (A) — 312,500 RSUs @ $0.00 (compensatory RSUs).
    • 2026-02-03: Disposition in change of control (U) — 5,753 shares (disposed).
    • 2026-02-03: Disposition to issuer (D) — 862,500 shares (disposed).
  • Merger terms (footnotes): Merger effective Jan 28, 2026 — each share (and each RSU, whether vested or unvested) was converted into $0.088 cash per share (net) plus one non-tradeable CVR.
  • Filing: Form 4 filed 2026-02-03 reporting the above transactions with a report period of 2025-12-19.
  • Holdings note: The filing includes an administrative correction adjusting prior-reported total holdings (F2). The Form 4 does not specify remaining common shares held after conversion beyond the merger consideration and CVRs.
  • Codes explained: A = award/grant (RSUs); D/U = dispositions tied to the issuer/change in control. These were not open-market purchases or sales for cash on an exchange.

Context

  • The RSUs were compensatory awards that vested upon the change in control and were then converted under the Merger Agreement — this is a structural transaction tied to the corporate merger, not a typical open-market buy or sell decision by the insider.
  • The cash received per share is small ($0.088/share) and the holder also received non-tradeable contingent value rights (CVRs) as part of the merger consideration.

Insider Transaction Report

Form 4Exit
Period: 2025-12-19
Hooks Corwin Dale
Chief Commercial Officer
Transactions
  • Disposition from Tender

    Common Stock

    [F3][F5]
    2026-02-035,7530 total
  • Award

    Common Stock

    [F1][F2]
    2025-12-19+312,500868,253 total
  • Disposition to Issuer

    Common Stock

    [F3][F4]
    2026-02-03862,5005,753 total
Footnotes (5)
  • [F1]Consists of compensatory Restricted Stock Units ("RSUs") granted under the Applied Therapeutics, Inc.'s 2019 Equity Incentive Plan. Each compensatory RSU represents a contingent right to receive one share of the Issuer's common stock. The compensatory RSUs shall vest in full upon the earlier of (i) the consummation of a Change in Control (as defined in the Plan) or (ii) June 19, 2026, in each case, subject to the Reporting Person continuing to provide services through each such date.
  • [F2]The total holdings have been adjusted to correct an administrative error in prior Form 4s that resulted in the understatement of the total holdings.
  • [F3]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").
  • [F4]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.
  • [F5]Pursuant to the Merger Agreement, each share of common stock tendered by the Reporting Person was tendered in exchange for the Merger Consideration.
Signature
/s/ Leslie D. Funtleyder, as attorney-in-fact|2026-02-03

Documents

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