DeLong Mark Jeffrey 4

What Happened
Mark DeLong, Apellis' Chief Business & Strategy Officer, reported a series of dispositions on May 14, 2026 tied to the Biogen transaction. The Form 4 shows a total of 536,870 shares (aggregate of common stock, converted RSUs and derivative-related awards/options) were disposed to the issuer or otherwise cashed out in connection with the merger. Tendered common stock and certain converted RSUs were exchanged under the Merger Agreement for $41.00 per share in cash (net of withholding) plus one contingent value right (CVR) per share (CVRs can pay up to $4.00 if milestones are met). Several option/derivative awards were cancelled or cash‑settled under the agreement and converted into CVRs as described in the filing.

Key Details

• Transaction date / filing date: May 14, 2026 (Effective Time of the merger; Form 4 filed same day).
• Total shares disposed (all transaction lines combined): 536,870 shares.
  • Non-derivative dispositions (common stock / RSU-related): 301,134 shares.
  • Derivative/option-related dispositions: 235,736 underlying shares.
• Consideration per common share: $41.00 cash plus one CVR (CVR pays up to $4.00 if milestones achieved). Option cash‑outs were treated per the Merger Agreement (cash equal to spread where applicable and/or conversion to CVRs; some options with high strike prices were cancelled without consideration).
• Converted RSUs: many RSUs were converted into cash and CVRs; some remain subject to continued service and any applicable vesting conditions described in the Merger Agreement (including preserved “double‑trigger” treatment in limited cases).
• Shares owned after the transactions: not detailed in the summary entries of the provided excerpt.
• Timeliness: filing shows transactions and report date as May 14, 2026 (same-day reporting).

Context
These transactions are merger-related actions, not ordinary open-market sales. Under the Merger Agreement with Biogen, outstanding common shares tendered in the offer were paid $41/share plus a CVR; RSUs and vested options were generally converted into cash amounts and/or CVRs in accordance with the agreement (cash-outs depend on option strike prices and award terms). For retail investors, this is a corporate‑action driven disposition (liquidation/cash‑settlement due to acquisition), not necessarily an independent signal of insider sentiment.