Research Summary
AI-generated summary of this SEC filing
DyTb (TMRC) CEO Daniel E. Gorski Disposes 7.21M Shares
What Happened
- Daniel E. Gorski, CEO and director of DyTb (ticker TMRC), reported a disposition of 7,213,090 shares on August 7, 2026. The filing lists no cash price (N/A) because the shares were disposed pursuant to the parties’ Merger Agreement and converted into Parent company common stock and cash for fractional shares. Using the stated conversion ratio (0.043279843 Parent shares per TMRC share), the 7,213,090 TMRC shares converted into approximately 312,181.4 Parent shares (plus cash in lieu of any fractional share).
Key Details
- Transaction date: 2026-08-07; Form 4 filed: 2026-08-19 (filed 12 days after the transaction — late; transactionTimeliness = 'L').
- Transaction type/code: Disposition to the issuer (D) under a Merger Agreement, not an open-market sale.
- Shares disposed: 7,213,090 TMRC common shares. Reported price: N/A (conversion into Parent shares and cash per footnotes).
- Conversion: Each TMRC share converted into 0.043279843 shares of Parent (footnote F2); cash paid for fractional shares (footnote F1).
- Shares owned after transaction: Not specified in the provided filing.
- Footnotes: F1 describes the two-step merger that made the Issuer a wholly owned subsidiary of Parent and resulted in the dispositions; F2 gives the exact conversion ratio.
Context
- This was a corporate-transaction disposition tied to the completed merger, not a routine insider sale on the open market. The insider received Parent company stock (and cash for fractions) under the Merger Agreement. Such conversions reflect deal consideration rather than an immediate vote of confidence or lack thereof by the insider. The Form 4 was filed late relative to the 2-business-day rule for insider reporting, which is noted in the filing.