Dable Habib J 4
4 · Day One Biopharmaceuticals, Inc. · Filed Apr 23, 2026
Research Summary
AI-generated summary of this filing
Day One Biopharmaceuticals (DAWN) Director Dable Habib J Sells 136,495 Shares
What Happened
Dable Habib J, a director of Day One Biopharmaceuticals, reported dispositions of derivative awards totaling 136,495 shares on April 23, 2026. These derivative awards (options/RSUs) were settled for cash as part of the merger with Servier: the merger consideration was $21.50 per share, so the disposals represent approximately $2.93 million in gross cash consideration, subject to applicable withholding taxes. This was a corporate cash-out in connection with the acquisition (not an open‑market sale).
Key Details
- Transaction date: April 23, 2026 (effective time of the Merger). Filing date: April 23, 2026 (same day, i.e., timely per the filing).
- Consideration: $21.50 per share (Offer Price) under the Merger Agreement; total ~ $2,934,642.50 before taxes.
- Shares disposed: 66,660 + 32,335 + 22,500 + 15,000 = 136,495 derivative shares. Reported as dispositions to the issuer (transaction code D).
- Nature of securities: derivative awards (stock options and/or RSUs) that were vested/accelerated and cancelled at the merger; options were converted into a cash payment equal to the Merger Consideration (or, for options, the difference between the Merger Consideration and exercise price).
- Footnotes of note: (F2) Merger with Servier; (F3) $21.50 per share cash consideration; (F4) unvested awards were accelerated and converted to cash at closing; (F5–F9) additional vesting/RSU details.
- Shares owned after the transaction: the filing excerpt shows these awards were cancelled/converted to cash at closing; remaining ownership of common stock after this transaction is not specified in the excerpt.
- No 10b5-1 plan or late filing flag is indicated in the provided information.
Context
These dispositions are the typical M&A cash settlements where outstanding options and RSUs are accelerated/cancelled and converted into cash consideration — functionally a company-mandated cash-out tied to the acquisition. Such transactions reflect deal mechanics more than a director’s open-market sale decision; proceeds are net to the seller, subject to applicable tax withholdings.
Insider Transaction Report
- Disposition to Issuer
Stock Option (right to buy Common Stock)
[F2][F3][F4][F1]2026-04-23−66,660→ 0 totalExercise: $8.99Exp: 2034-01-16→ Common Stock (66,660 underlying) - Disposition to Issuer
Stock Option (right to buy Common Stock)
[F2][F3][F4][F5]2026-04-23−32,335→ 0 totalExercise: $8.99Exp: 2034-05-22→ Common Stock (32,335 underlying) - Disposition to Issuer
Stock Option (right to buy Common Stock)
[F2][F3][F4][F6]2026-04-23−22,500→ 0 totalExercise: $7.01Exp: 2035-06-01→ Common Stock (22,500 underlying) - Disposition to Issuer
Restricted Stock Unit (RSU)
[F7][F2][F3][F4][F8][F9]2026-04-23−15,000→ 0 total→ Common Stock (15,000 underlying)
Footnotes (9)
- [F1]The option vests as to 1/36th of the total shares on each monthly anniversary, beginning on February 17, 2024, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
- [F2]On March 6, 2026, Servier Pharmaceuticals LLC, a Delaware limited liability company ("Parent"), Servier Detroit Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Day One Biopharmaceuticals, Inc., a Delaware corporation (the "Company"), and Servier S.A.S., a French societe par actions simplifiee, solely as a guarantor, entered into an Agreement and Plan of Merger (the "Merger Agreement"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Company (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Company surviving the Merger as a wholly owned subsidiary of the Parent.
- [F3]Upon the closing of the Merger on April 23, 2026, each issued and outstanding share of the Company's Common Stock, par value $0.0001 per share, was either (x) purchased for $21.50 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement, or (y) automatically converted into the right to receive the Offer Price (the "Merger Consideration"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement.
- [F4]Immediately prior to the effective time of the Merger, all outstanding unvested stock options and unvested restricted stock units became fully vested. At the effective time of the Merger, each stock option and restricted stock unit was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration (or, in the case of stock options, the difference between the Merger Consideration and the applicable per share exercise price), less any applicable withholding taxes.
- [F5]The options are fully vested.
- [F6]The option vests as to 1/12th of the total grant on each monthly anniversary, beginning on July 2, 2025, subject to the Reporting Person's provision of service to the Issuer on each option vesting date.
- [F7]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration.
- [F8]The RSUs will vest as to 100% of the award on the earlier of (i) June 2, 2026 and (ii) the date of the Issuer's 2026 annual meeting of stockholders (in each case, the "RSU Vesting Date"), subject to the Reporting Person's provision of services to the Issuer on each RSU Vesting Date. Shares of the Issuer's Common Stock will be delivered to the Reporting Person following vesting.
- [F9]RSUs do not expire; they either vest or are canceled prior to the RSU Vesting Date.