Pauls Matthew 4
4 · SOLENO THERAPEUTICS INC · Filed May 18, 2026
Research Summary
AI-generated summary of this filing
Soleno Therapeutics (SLNO) Director Pauls Matthew Sells Shares in Merger
What Happened Pauls Matthew, a director of Soleno Therapeutics, reported two dispositions to the issuer on May 18, 2026 totaling 19,554 shares/RSUs. Per the merger agreement, each outstanding share and vested/unvested RSU was cancelled and converted into the right to receive $53.00 in cash. The filing shows the per-share price as N/A because the securities were converted in connection with the merger; the footnotes state the Merger Consideration was $53.00/share. Breakdown: 10,491 shares → $556,023; 9,063 RSU/derivative units → $480,339; combined ≈ $1,036,362 cash.
Key Details
- Transaction date: 2026-05-18 (same date as filing)
- Consideration: $53.00 per share (Merger Consideration per footnotes)
- Shares/units converted: 10,491 (common) and 9,063 (derivative/RSU) — total 19,554
- Cash received (approx.): $556,023 + $480,339 = $1,036,362
- Shares owned after transaction: filing indicates these shares/RSUs were cancelled and converted to cash as part of the merger (no remaining interest in those cancelled securities reported)
- Footnotes: F1–F3 explain that outstanding RSUs and common shares were cancelled for cash and that options (if any) were cashed out per the merger formula
- Timeliness: Reported on the same day as the transaction (filed 2026-05-18), so appears timely
Context This was not an open-market sale but a merger-related cash-out: securities were cancelled and converted into cash under the Agreement and Plan of Merger (Soleno became a wholly owned subsidiary of Parent). For retail investors, note this represents merger consideration paid to holders, not a directional insider trade signaling buy/sell sentiment.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2]2026-05-18−10,491→ 0 total - Disposition to Issuer
Stock Option (Right to buy)
[F3]2026-05-18−9,063→ 0 totalExercise: $4.60Exp: 2033-08-15→ Common Stock (9,063 underlying)
Footnotes (3)
- [F1]Certain of these shares are represented by previously reported restricted stock units ("RSUs"). Pursuant to the Agreement and Plan of Merger, dated as of April 5, 2026, by and among Soleno Therapeutics, Inc. (the "Company"), Neocrine Biosciences, Inc. ("Parent") and Sigma Merger Sub, Inc. ("Merger Sub"), on May 18, 2026, Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent. In connection with the Merger, each issued and outstanding vested and unvested RSU was cancelled and converted into the right to receive an amount equal to $53.00 in cash (the "Merger Consideration").
- [F2]In connection with the Merger, each issued and outstanding share of the Company's Common Stock was cancelled and converted into the right to receive an amount in cash equal to the Merger Consideration.
- [F3]At the effective time of the Merger, this option was cancelled in exchange for a cash payment equal to (x) the difference between the Merger Consideration and the per share exercise price of the option, multiplied by (y) the number of shares covered by the option as of immediately prior to such cancellation.