Dolsten Mikael 4

What Happened

• Director Mikael Dolsten reported dispositions on 2026-05-14 related to the Biogen merger. The Form 4 shows dispositions of 14,312 common-share equivalents and 24,135 derivative units (RSU/option-related), recorded as conversions/dispositions to the issuer in connection with the change of control.
• The filing lists no per-share price (N/A) because the dispositions were part of the merger consideration. Under the Merger Agreement, each share of Apellis common stock was converted into $41.00 in cash plus one contingent value right (CVR) per share (the CVR may pay up to an additional $4.00 per share upon achievement of milestones). The 14,312 + 24,135 = 38,447 shares/units converted implies roughly $1,576,327 in cash before tax withholding and up to an additional $153,788 in contingent payments if CVR milestones are fully achieved.

Key Details

• Transaction date: 2026-05-14 (Effective Time of the Merger)
• Reported dispositions: 14,312 shares (common/underlying) and 24,135 derivative units (converted RSU/option-related) — total 38,447 shares/units converted
• Form price: N/A on Form 4; Merger consideration = $41.00 cash per share + 1 CVR per share (CVR up to $4.00)
• Approximate cash value: 38,447 × $41.00 ≈ $1,576,327 (before any tax withholding)
• Potential additional CVR value: up to 38,447 × $4.00 ≈ $153,788 (contingent)
• Shares owned after transaction: not stated in the supplied filing data
• Footnotes of note: Converted RSUs and certain options were cancelled and converted into cash equal to the Cash Amount and one CVR per share; vesting/payment timing for converted RSUs remains subject to original vesting terms and any applicable “double‑trigger” provisions (see footnotes F1–F6)
• Timeliness: Filed the same day as the Effective Time (2026-05-14) — not indicated as late

Context

• These were not open-market sales but merger-related conversions: common shares and equity awards were converted into the merger consideration (cash + CVR). For converted RSUs and certain options, payments may still be subject to the original vesting schedule and other terms described in the Merger Agreement and CVR Agreement.
• Such merger-driven dispositions are routine contract outcomes of a change of control and do not necessarily signal the insider’s buy/sell sentiment.