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Day One Biopharmaceuticals, Inc.·4

Feb 18, 5:18 PM ET

Merendino Lauren 4

Research Summary

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Updated

Day One Biopharmaceuticals (DAWN) CCO Lauren Merendino Sells Shares

What Happened

  • Lauren Merendino, Chief Commercial Officer of Day One Biopharmaceuticals (DAWN), had restricted stock units (RSUs) settle on Feb 15, 2026 (recorded as exercise/conversion of derivatives). The RSU settlements converted to approximately 15,162 shares (3,162 + 3,688 + 3,687 + 4,625).
  • To cover tax obligations tied to the RSU settlement, Merendino sold 5,814 shares in an open-market/block trade on Feb 17, 2026 at a weighted-average price of $11.60, generating proceeds of $67,448 (weighted prices in the block ranged $11.195–$11.8508).
  • The derivative entries reported as dispositions at $0 reflect RSU settlement/withholding treatment (no cash consideration for vesting). These actions are routine tax-covering activity rather than a market-timing purchase.

Key Details

  • Transaction dates and prices:
    • Feb 15, 2026: RSU conversion/exercise (derivative code M) — totals = 15,162 shares converted to common stock (no cash paid).
    • Feb 17, 2026: Open-market/block sale — 5,814 shares at a weighted-average $11.60; proceeds $67,448. Block trade prices ranged $11.195–$11.8508 (footnote allows breakdown on request).
    • Several 02/15 derivative disposals reported at $0 reflect shares canceled/withheld on settlement.
  • Purpose of sale: Footnote states the sale was solely to cover the Reporting Person’s tax liability from RSU settlement.
  • Vesting & RSU terms: Footnotes note RSU vesting schedules (initial 1/4 on Aug 15, 2024, remainder in quarterly installments; RSUs vest in quarterly 1/16th installments for another grant); RSUs do not expire.
  • Shares owned after transaction: Not specified in the provided filing excerpt.
  • Filing timeliness: Report filed Feb 18, 2026 for transactions on Feb 15 and Feb 17; filing appears timely based on standard Form 4 reporting windows.

Context

  • Derivative explanation: The M code here indicates conversion/exercise of RSUs (a derivative instrument) into common shares. RSUs settle for shares with no purchase price; sometimes shares are withheld or sold immediately to cover taxes.
  • Investor takeaway: This filing shows routine RSU vesting with shares sold to meet tax obligations. Such sales are common following awards and do not necessarily signal a view about the company’s prospects.