Forte Biosciences (FBRX) Director Kapoor Cancels 51,353 Derivative Awards

What Happened

• Kapoor Shivpreet Singh, a director of Forte Biosciences, recorded dispositions to the issuer on 2026-08-27 that cancel a total of 51,353 derivative awards (2,000; 31,000; 18,353). The Form 4 lists these as "D" (disposition to issuer) and shows N/A for per‑share price because the awards were converted to cash under the merger agreement with argenx BV.
• Footnotes to the filing state the Merger Consideration was $77.00 per share. Under the Merger Agreement, outstanding RSUs were converted into a cash payment equal to $77.00 times the number of RSU shares; certain options with exercise prices below $77.00 were cashed out for the difference between $77.00 and the exercise price, while options with exercise prices at or above $77.00 were canceled with no consideration.

Key Details

• Transaction date: 2026-08-27 (filing date same day).
• Transactions: dispositions to issuer (derivative cancellations) of 2,000; 31,000; and 18,353 shares (total 51,353).
• Price: Form shows N/A per share; footnotes indicate merger consideration = $77.00/share used to calculate cash payments.
• Shares owned after transaction: not specified in the provided excerpt of the filing.
• Notable footnotes: (F1–F4) describe the July 26, 2026 Merger Agreement with argenx BV converting RSUs and certain options into lump‑sum cash payments or canceling them depending on exercise price.
• Filing timeliness: filing and reported transactions share the same date (2026-08-27); no late filing flag indicated in the provided data.

Context

• These were not open‑market sales by the insider but contractual cancellations/conversions of equity awards as part of an acquisition. That means proceeds (if any) were paid under the merger terms rather than from a market sale.
• Approximate illustrative value: if all 51,353 shares were paid at $77.00, gross cash would be about $3.95M; actual cash received by the insider depends on which awards were RSUs vs. options and the options’ exercise prices per the Merger Agreement.