Form 4: APLT CCO Hooks Disposes Shares Post-Merger

Sentiment:

Insider Transaction Report


Applied Therapeutics' Chief Commercial Officer, Corwin Dale Hooks, disposed of all common stock holdings following the company's merger, receiving cash and contingent value rights.

Worse than expectedThe cash consideration of $0.088 per share for common stock is significantly low, indicating a substantial loss in value for shareholders.The merger consideration includes a non-tradeable contingent value right, which introduces uncertainty regarding future value realization and immediate liquidity.

Summary

  • Corwin Dale Hooks, Chief Commercial Officer of Applied Therapeutics, Inc. (APLT), reported transactions related to his beneficial ownership.
  • On December 19, 2025, 312,500 compensatory Restricted Stock Units (RSUs) were granted, vesting upon a change in control or by June 19, 2026.
  • An administrative error in prior Form 4s was corrected, adjusting total beneficial holdings to 868,253 shares.
  • On February 3, 2026, 862,500 shares of common stock were disposed of as a result of a merger.
  • The remaining 5,753 shares of common stock were also disposed of on February 3, 2026, as part of the merger.
  • The merger, effective January 28, 2026, was pursuant to an Agreement and Plan of Merger dated December 11, 2025, involving Cycle Group Holdings Limited and AT2B, INC.
  • At the effective time of the merger, each outstanding share of common stock was converted into $0.088 cash per share and one non-tradeable contingent value right.
  • All outstanding RSUs, whether vested or unvested, were deemed vested at the merger's effective time and converted into the same merger consideration.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a negative event for shareholders, given the extremely low cash consideration per share in the merger, despite the inclusion of a contingent value right.

Positives

  • The compensatory Restricted Stock Units (RSUs) granted to the Chief Commercial Officer were deemed to have vested in full due to the merger, allowing for their conversion into merger consideration.

Negatives

  • The cash consideration received for each share of common stock in the merger was significantly low at $0.088 per share.
  • The contingent value right received as part of the merger consideration is non-tradeable, limiting immediate liquidity and introducing uncertainty regarding its future value.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that insider disposals following a merger are a standard procedural outcome as the company's shares are converted into the merger consideration. The extremely low cash consideration of $0.088 per share suggests a challenging valuation for Applied Therapeutics prior to the acquisition, reflecting potential difficulties or a distressed sale.

Stakeholder Impact

  • Shareholders: Received $0.088 cash per share and one non-tradeable contingent value right, indicating a significant loss of value for existing common stock holders.
  • Reporting Person (Corwin Dale Hooks): Disposed of all common stock and RSUs in exchange for the merger consideration, realizing the low cash value and CVRs.

Key Dates

DateDescription
12/11/2025Date of the Agreement and Plan of Merger.
12/19/2025Grant date of compensatory Restricted Stock Units (RSUs).
01/28/2026Effective date of the merger.
02/03/2026Transaction date for the disposal of common stock and RSUs due to the merger.
06/19/2026Latest vesting date for RSUs if no change in control occurred earlier.

Recommendation

sell

The company has been acquired, and all outstanding shares of common stock were converted into a right to receive $0.088 per share in cash plus a non-tradeable contingent value right. This effectively means existing shareholders have 'sold' their shares at this low valuation, making any further 'hold' or 'buy' action irrelevant for the original APLT shares.

Keywords

Applied Therapeutics, APLT, Form 4, Insider Transaction, Merger, Restricted Stock Units, RSU, Contingent Value Right, CVR, Chief Commercial Officer, Corwin Dale Hooks, Stock Disposal

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