Wallace Courtney 4

What Happened Wallace Courtney, a director of Kezar Life Sciences (KZR), had five derivative dispositions reported on 2026-05-11 that together total 21,300 option-based rights (3,500; 5,000; 5,000; 5,200; 2,600). Each disposition is reported with $0 proceeds. These were not open-market sales but cancellations/conversions of company stock options tied to the March 30, 2026 Merger Agreement that became effective May 11, 2026.

Key Details

• Transaction date: 2026-05-11; Report filed: 2026-05-11 (timely).
• Reported transactions: Disposition to the issuer (derivative) — 21,300 total units; price per share reported = $0; total reported proceeds = $0.
• Shares owned after transaction: Not specified in the Form 4 for these entries.
• Footnotes: F1 states Out‑of‑the‑Money options (exercise price ≥ $6.955) were automatically cancelled with no consideration. F2 states In‑the‑Money options were to be converted into a cash payment (difference × shares) and one CVR per underlying share. The listed entries show $0 proceeds, consistent with cancellation of out‑of‑the‑money options.
• Filing timeliness: Filed the same day as the Effective Time (not a late filing).

Context These entries are merger-related adjustments to option holdings, not routine insider sell/buy activity. Cancellation of options for $0 typically means those options were out‑of‑the‑money at closing; holders of in‑the‑money options would have received cash and contingent value rights (CVRs) under the Merger Agreement. Cancellation or conversion of derivative awards during M&A is administrative and does not, by itself, indicate the insider’s personal view on the company’s equity.