Hahn Mark W 4

What Happened
Mark W. Hahn, a director of Soleno Therapeutics, had 10,046 restricted stock units (RSUs) cancelled and converted into cash as part of the company’s May 18, 2026 merger. Each RSU was converted into $53.00 in cash, for total consideration of $532,438. The filing reports this as a disposition to the issuer (code D) rather than an open‑market sale.

Key Details

• Transaction date: 2026-05-18; price per share: $53.00; total cash received: $532,438. (10,046 × $53.00)
• Transaction type/code: Disposition to issuer (D) — cancellation/conversion of RSUs under the merger agreement.
• Shares owned after transaction: not specified in the filing.
• Footnote: Per the April 5, 2026 Agreement and Plan of Merger, each vested and unvested RSU was cancelled and converted into the right to receive $53.00 in cash as merger consideration.
• Filing timeliness: Reported on 2026-05-18 (same day as the transaction), so it appears timely.

Context
This was not an open‑market sale by the insider but a corporate action: the RSUs were converted into cash under the merger with Neocrine Biosciences (Merger Sub merged into Soleno, making Soleno a wholly owned subsidiary). Such conversions reflect deal terms rather than an individual trading decision and should be viewed as merger consideration, not a signal of personal bullish or bearish sentiment.