4//SEC Filing
Resnick Joshua 4
Accession 0001690959-26-000002
CIK 0001610618other
Filed
Jan 6, 7:00 PM ET
Accepted
Jan 7, 8:20 PM ET
Size
9.7 KB
Accession
0001690959-26-000002
Insider Transaction Report
Form 4
Resnick Joshua
Director
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2026-01-07−22,200→ 0 totalExercise: $26.62Exp: 2035-01-02→ Common Stock (22,200 underlying) - Disposition to Issuer
Stock Option (right to buy)
2026-01-07−5,079→ 0 totalExercise: $21.31Exp: 2035-06-17→ Common Stock (5,079 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated November 13, 2025, by and among Cidara Therapeutics, Inc. (the "Issuer"), Merck Sharp & Dohme LLC ("Merck") and Caymus Purchaser, Inc., a wholly owned subsidiary of Merck ("Purchaser"), on January 7, 2026, Purchaser completed a tender offer to acquire (i) all outstanding shares of common stock of the Issuer, par value $0.0001 per share (each, a "Common Share") and (ii) all outstanding shares of Series A Convertible Voting Preferred Stock of the Issuer, par value $0.0001 per share and thereafter merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Merck (the "Merger").
- [F2]As of immediately prior to and contingent upon the occurrence of the effective time of the Merger, pursuant to the Merger Agreement, each outstanding option became fully vested and exercisable, and to the extent outstanding and unexercised as of immediately before the effective time of the Merger, was cancelled at the effective time of the Merger and converted into the right to receive cash, without interest, subject to any applicable withholding of taxes, in an amount equal to the product of (i) the total number of Common Shares subject to such option immediately prior to the effective time of the Merger multiplied by (ii) the excess of (x) $221.50 per Common Share over (y) the exercise price payable per Common Share under such option.
- [F3]Under the Reporting Person's arrangement with RA Capital Management, L.P. (the "Adviser"), the Reporting Person holds the option for the benefit of the RA Capital Healthcare Fund, L.P. (the "Fund"). The Reporting Person is obligated to turn over to the Adviser any net cash or stock received upon exercise of the option, which will offset advisory fees owed by the Fund to the Adviser. The Reporting Person therefore disclaims beneficial ownership of the option and underlying common stock.
Documents
Issuer
Cidara Therapeutics, Inc.
CIK 0001610618
Entity typeother
Related Parties
1- filerCIK 0001690959
Filing Metadata
- Form type
- 4
- Filed
- Jan 6, 7:00 PM ET
- Accepted
- Jan 7, 8:20 PM ET
- Size
- 9.7 KB