Anish Bhatnagar 4

What Happened

• Anish Bhatnagar, Chief Executive Officer of Soleno Therapeutics (SLNO), disposed of a total of 1,346,768 shares on May 18, 2026. The dispositions were to the issuer as part of the merger with Neocrine Biosciences. Under the merger terms, each share and vested/unvested RSU was converted into the right to receive $53.00 in cash, so the aggregate cash consideration for these shares was approximately $71.38 million.
• The reported disposals include shares represented by restricted stock units (RSUs) and other derivative awards that were cancelled and converted to cash per the merger agreement; certain options were also cancelled and cashed out based on the $53.00 per-share merger consideration.

Key Details

• Transaction date: May 18, 2026; price per share: $53.00 (merger consideration).
• Total shares disposed: 1,346,768; approximate total cash received: $71,378,704.
• Shares owned after transaction: not specified in the filing.
• Footnotes: F1 — vested and unvested RSUs cancelled and converted to $53 cash; F2 — each common share cancelled and converted to $53 cash; F3 — options cancelled with cash payment equal to (Merger Consideration − exercise price) × number of option shares.
• Filing timeliness: report dated and filed for the period ending May 18, 2026 (no late filing indicated).

Context

• These were dispositions to the issuer tied to a merger (not open-market sales). For RSUs and options, the awards were cancelled and converted to cash rather than shares being sold on the market—this is a routine corporate-acquisition cash-out rather than a voluntary insider sale signaling sentiment.
• For retail investors, merger cash-outs reflect transaction terms, not necessarily insider trading decisions; the filing documents the mechanics and cash payment for equity and derivative awards.