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4Accepted Sep 28, 3:20 PM ET

Theravance Biopharma 10% Owner Weiss Asset Management Sells Shares

TBPHTheravance Biopharma, Inc.

Accepted (ET)

3:20 PM

Sep 28, 2026

Filed

Sep 28, 2026

Documents

1

Size

9.9 KB

Summary

Theravance Biopharma 10% Owner Weiss Asset Management Sells Shares

Updated

What Happened

  • Weiss Asset Management LP (reported as a 10% owner) disposed of 7,457,060 ordinary shares of Theravance Biopharma on Sept 23, 2026. The shares were converted under the merger agreement into $17.00 per share in cash, resulting in cash proceeds of $126,770,020, and the reporting funds also received one contingent value right (CVR) per share (a non-tradeable right to future cash payments tied to commercial milestones).

Key Details

  • Transaction date: 2026-09-23 (Effective time of the merger)
  • Transaction type/code: Disposition via corporate action (Form 4 code J — "Other acquisition or disposition")
  • Price and value: $17.00 per share; total cash consideration $126,770,020
  • Shares reported: 7,457,060 ordinary shares converted at closing
  • Shares owned after transaction: Ordinary shares were cancelled and converted into cash and CVRs under the merger agreement (reporting person no longer holds the cancelled ordinary shares)
  • Footnotes: F1 describes the June 28, 2026 Merger Agreement converting shares to $17.00 cash + one CVR each; F2 notes the reporting is for two private funds managed by Weiss Asset Management LP and includes customary disclaimers of beneficial ownership; F3 clarifies the cash portion paid on closing
  • No purchase or open-market sale by an individual insider — this was part of a corporate merger consideration, not a discretionary trade

Context

  • This transaction reflects a corporate merger (Theravance became a wholly owned subsidiary of Zymeworks) where shares were cancelled and converted into cash plus contingent value rights. As a 10% owner and investment manager, Weiss Asset Management’s filing documents the institutional disposition resulting from the merger rather than an executive/insider-driven market sale. The CVRs are contractual, non-tradable contingent rights that may provide additional cash if milestones are met.

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