Day One Biopharmaceuticals, Inc.·4

Apr 23, 4:35 PM ET

Josey John A. 4

4 · Day One Biopharmaceuticals, Inc. · Filed Apr 23, 2026

Research Summary

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Day One Biopharmaceuticals (DAWN) Director Josey John Sells 272,508 Shares

What Happened

  • Josey John, a director of Day One Biopharmaceuticals (DAWN), disposed of a total of 272,508 shares on April 23, 2026. These dispositions were to the issuer in connection with the company’s acquisition by Servier.
  • The merger consideration was $21.50 per share, so the aggregate cash value realized was approximately $5,858,922. Several of the reported dispositions were derivative securities (options and RSUs) that were converted into cash as part of the merger.

Key Details

  • Transaction date: April 23, 2026. Filing date (Form 4): April 23, 2026 (timely).
  • Price per share / merger consideration: $21.50 (per Merger Agreement). Total proceeds ≈ $5.86M.
  • Total shares disposed: 272,508 (breakdown in filing includes both common shares and several derivative conversions).
  • Shares owned after transaction: All outstanding common shares, options and RSUs were converted/cancelled pursuant to the merger; the filing indicates the securities were cashed out at closing.
  • Notable footnotes:
    • F1–F2: Day One was acquired by Servier; each share was purchased or converted into the right to receive $21.50/share.
    • F3–F4: Outstanding options were fully vested (or accelerated), and unvested options/RSUs were accelerated and then canceled and converted into cash equal to the merger consideration (options paid the spread over exercise price).
  • Transaction code: Disposition to issuer (D) — not an open-market sale but the deal closing payout.

Context

  • These are merger cash-outs, not routine open-market sales. Derivative items (options/RSUs) were accelerated and settled for cash per the acquisition terms, which is common in deal closings.
  • This filing is informational about the payout from the acquisition; it does not necessarily signal trading intent beyond the merger consideration.

Insider Transaction Report

Form 4Exit
Period: 2026-04-23
Transactions
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-04-2372,2920 total
  • Disposition to Issuer

    Stock Option (right to buy Common Stock)

    [F4][F3]
    2026-04-2363,0000 total
    Exercise: $8.99Exp: 2031-05-25Common Stock (63,000 underlying)
  • Disposition to Issuer

    Stock Option (right to buy Common Stock)

    [F4][F3]
    2026-04-231,1810 total
    Exercise: $8.99Exp: 2031-05-25Common Stock (1,181 underlying)
  • Disposition to Issuer

    Stock Option (right to buy Common Stock)

    [F4][F3]
    2026-04-2328,7000 total
    Exercise: $8.99Exp: 2032-06-20Common Stock (28,700 underlying)
  • Disposition to Issuer

    Stock Option (right to buy Common Stock)

    [F4][F3]
    2026-04-2337,5000 total
    Exercise: $8.99Exp: 2033-06-21Common Stock (37,500 underlying)
  • Disposition to Issuer

    Stock Option (right to buy Common Stock)

    [F4][F3]
    2026-04-2332,3350 total
    Exercise: $8.99Exp: 2034-05-22Common Stock (32,335 underlying)
  • Disposition to Issuer

    Stock Option (right to buy Common Stock)

    [F4][F5]
    2026-04-2322,5000 total
    Exercise: $7.01Exp: 2035-06-01Common Stock (22,500 underlying)
  • Disposition to Issuer

    Restricted Stock Unit (RSU)

    [F6][F4][F7][F8]
    2026-04-2315,0000 total
    Common Stock (15,000 underlying)
Footnotes (8)
  • [F1]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.
  • [F2]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.
  • [F3]The options are fully vested.
  • [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 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.
  • [F6]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration.
  • [F7]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.
  • [F8]RSUs do not expire; they either vest or are canceled prior to the RSU Vesting Date.
Signature
/s/ Charles N. York II, as Attorney-in-Fact|2026-04-23

Documents

1 file
  • 4
    form4-04232026_080435.xmlPrimary