York Charles N II 4
4 · Day One Biopharmaceuticals, Inc. · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Day One Biopharma (DAWN) COO/CFO Charles N. York Sells Shares
What Happened
Charles N. York II, Day One Biopharmaceuticals' COO and CFO, had multiple RSU awards convert to common stock on Feb 15, 2026 and subsequently sold shares to cover tax obligations. The filing shows RSU exercises/settlements on Feb 15 totaling 23,375 shares (several derivative conversions), and a separate open-market sale on Feb 17 of 6,065 shares at a weighted average price of $11.60 for total proceeds of $70,359. Several of the settled shares were treated as disposed at $0 to satisfy tax withholding tied to the RSU settlement.
Key Details
- Transaction types: RSU settlement/exercise (derivative code M) on 2026-02-15; open-market sale (S) on 2026-02-17.
- Shares involved: RSU settlements listed totaling 23,375 shares; 23,375 shares shown as disposed at $0 (tax withholding); 6,065 shares sold in open market for $11.60 (weighted average) = $70,359.
- Sale price range: Block trades that included these shares were at prices ranging $11.195–$11.8508 (weighted avg reported).
- Purpose: Footnote states the sale was solely to cover the reporting person's tax liability related to RSU settlement.
- Shares owned after transaction: Not specified in the provided filing.
- Timeliness: Filing does not indicate lateness.
Context
The "M" derivative entries reflect RSU settlements (each RSU converts into one share upon settlement with no purchase price). The $0 disposals correspond to shares withheld to satisfy tax obligations (typical for RSU vesting). The additional open-market sale appears to be part of block trades to fully cover taxes; this is a routine, non-speculative insider sale rather than a purchase signal.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-15+2,250→ 296,965 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+6,625→ 303,590 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+6,625→ 310,215 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+7,875→ 318,090 total - Sale
Common Stock
[F2][F3]2026-02-17$11.60/sh−6,065$70,359→ 312,025 total - Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F4][F5]2026-02-15−2,250→ 6,750 total→ Common Stock (2,250 underlying) - Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F4][F5]2026-02-15−6,625→ 46,375 total→ Common Stock (6,625 underlying) - Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F4][F5]2026-02-15−6,625→ 72,875 total→ Common Stock (6,625 underlying) - Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F4][F5]2026-02-15−7,875→ 118,125 total→ Common Stock (7,875 underlying)
Footnotes (5)
- [F1]Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration.
- [F2]The sale of shares is for the sole purpose of covering the Reporting Person's tax liability with respect to the settlement of RSUs.
- [F3]The price reported in Column 4 is a weighted average price. These shares were sold as part of block trades for multiple security holders of the Issuer at prices ranging from $11.195 to $11.8508, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein with regard to the block trade.
- [F4]The RSUs will vest as to 1/16th of the total award in quarterly installments on February 15, May 15, August 15 and November 15, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
- [F5]RSUs do not expire; they either vest or are canceled prior to the vesting date.