Crinetics (CRNX) CEO Richard Struthers Sells Shares in $85 Merger

What Happened

• Richard Scott Struthers, President, CEO and a director of Crinetics Pharmaceuticals, disposed of company equity in connection with the merger with Vertex Pharmaceuticals effective September 1, 2026. His reported transactions reflect the cancellation/conversion of common shares, restricted stock units (RSUs) and stock options into cash.
• The filing shows ~1,402,911 common shares converted at the $85.00 per‑share merger consideration (total ≈ $119.25M) and ~1,939,822 share‑equivalents from RSUs/options settled for varying per‑share cash amounts (total ≈ $109.66M). Combined consideration ≈ $228.91M.

Key Details

• Transaction date: 2026-09-01 (Effective Time of the merger). Common share price paid: $85.00 per share. Derivative/option/RSU payouts reported at various per‑share amounts (reflecting net option spreads or RSU cashouts).
• Share counts: ~1,402,911 common shares + ~1,939,822 RSU/option share‑equivalents = ~3,342,733 total share‑equivalents disposed.
• Post-transaction holdings: At the Effective Time all outstanding Crinetics common stock and reported RSUs/options were converted/cancelled for cash under the merger — the filing reflects no remaining Crinetics common stock (all converted to merger consideration).
• Footnotes: F1–F4 explain the Merger Agreement with Vertex (each share converted into $85 cash), immediate vesting of outstanding RSUs/options prior to conversion, and that options with exercise prices below $85 were cashed out for the difference (options at or above $85 were cancelled for no consideration).
• Filing timeliness: The Form 4 covers the 9/1/2026 Effective Time and was filed for that period; no late filing is indicated in the provided data.

Context

• These are not open‑market sales but involuntary/corporate dispositions in a merger (disposition to issuer). For RSUs and options, the recorded per‑share amounts reflect cash payouts under the merger (net of any exercise price or tax withholding). Such merger conversions are routine outcomes of acquisition agreements and do not by themselves indicate an insider view on future performance.