Emini Emilio 4

What Happened
Emini Emilio, a director of Dynavax Technologies Corp. (DVAX), had a mix of common stock and derivative awards disposed of to the issuer as part of Dynavax’s merger with Sanofi. The Form 4 shows: 10,075 shares of common stock disposed, plus two derivative dispositions of 42,750 and 7,125 underlying shares (total underlying shares affected = 59,950). The merger/offer price was $15.50 per share; the common-stock portion (10,075 shares) generated $156,162.50 in cash. The derivative awards (RSUs and stock options) were cancelled and converted to cash under the merger terms; option payouts depend on each option’s exercise price and the filing does not report realized amounts for those items.

Key Details

• Transaction date: 2026-02-10 (Effective Time of merger with Sanofi)
• Reported dispositions: 10,075 common shares (cash received = 10,075 × $15.50 = $156,162.50); derivatives of 42,750 and 7,125 underlying shares were cancelled/converted (amounts for options not reported).
• Total underlying shares affected: 59,950. If all were valued at $15.50 the aggregate would be $929,225, but option cashouts equal shares × (Offer Price − exercise price) and were not specified.
• Footnotes: Transactions occurred pursuant to the Agreement and Plan of Merger with Sanofi. RSUs were cancelled and converted into cash equal to shares × $15.50 (Offer Price). Outstanding options vested immediately prior to the Effective Time and were cancelled/converted into cash based on the spread (Offer Price minus exercise price).
• Shares owned after transaction: not specifically reported on the Form 4; public common shares were acquired in the tender/merger and the issuer became an indirect wholly owned subsidiary of Sanofi.
• Filing timeliness: reported with the 2026-02-10 Period of Report and filing date 2026-02-10 (no late filing indicated).

Context
These are merger-related dispositions — not routine open-market sales. RSU cancellations result in cash equal to the offer price per share; option conversions depend on each option’s exercise price (so reported cash for options may differ from $15.50/share). Such filings document how insiders were paid out in the acquisition rather than signaling a typical buy/sell choice.