Esperion Director Carroll J. Martin Surrenders 275,023 Shares in Merger

What Happened
Carroll J. Martin, a director of Esperion Therapeutics (ESPR), disposed of a total of 275,023 shares on July 13, 2026 as part of the company’s merger with Essence Parent Inc. Under the merger, each share of Esperion common stock was converted into $3.16 in cash (without interest) plus one contractual contingent value right (CVR). The cash portion for these 275,023 shares is approximately $869,073; each cancelled share also entitles the holder to one CVR for potential future contingent payments. The dispositions include both outstanding common stock and derivative instruments (RSUs and in‑the‑money options) that were converted at the effective time.

Key Details

• Transaction date: 2026-07-13 (effective time of the merger). Filing date: 2026-07-13 (timely).
• Per-share cash consideration: $3.16; total cash ≈ $869,073. Plus one CVR per share (contingent future payments).
• Total shares converted/disposed: 275,023 (177,523 common + 97,500 in derivative entries).
• Footnotes: F1 = disposition pursuant to Merger Agreement; F2 = per-share cash + CVR; F3 = includes 79,873 RSUs that vested and converted; F4 = in‑the‑money options were cashed out and converted to CVRs.
• Shares of common stock were canceled at the effective time and are no longer outstanding (share ownership in common stock after the transaction: 0).
• Exhibit: Exhibit 24 — Power of Attorney.

Context
This was not an open‑market sale or a routine insider stock trade expressing sentiment; it was a corporate M&A conversion where stock and certain equity awards/options were converted into cash and CVRs per the merger terms. CVRs may deliver additional cash if specified milestones are met; they are contingent and not guaranteed. For retail investors, this filing documents the mechanical outcomes of the merger for an insider’s equity rather than an independent buy/sell signal.