Form 4: Aptose Biosciences: Executive Disposes of Shares in Acquisition

Fletcher Payne, former SVP and CFO of Aptose Biosciences, reported the disposition of common shares and stock options following the company's acquisition by Hammi Pharmaceuticals.

Summary

• Fletcher Payne, the former Senior Vice President and Chief Financial Officer of Aptose Biosciences Inc., has reported transactions related to his beneficial ownership of the company's securities.
• These transactions occurred on June 30, 2026, and involved the disposition of common shares and the exercise and disposition of employee stock options.
• The disposition of securities was made pursuant to a business arrangement agreement for the acquisition of Aptose Biosciences by Hammi Pharmaceuticals Co. Inc., where a subsidiary of Hammi acquired all outstanding shares at C$2.41 per share.
• The conversion of the Canadian dollar price to USD was based on an exchange rate of C$1.4 = US$1.00, resulting in a USD price of approximately $1.72 per share.
• Specifically, 222 common shares were disposed of, and employee stock options with exercise prices of $2.00, $0.66, and $0.8479 were exercised and disposed of, totaling 55,000, 200,000, and 1,000,000 shares respectively.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it reports on a completed acquisition and insider transactions, which are standard disclosures and do not inherently signal positive or negative future performance for a new entity.

Negatives

• The reporting person, Fletcher Payne, has disposed of all his directly and indirectly held common shares and exercised stock options, indicating a complete exit from direct beneficial ownership following the acquisition.

Future Outlook

The filing primarily reports past transactions related to an acquisition and does not contain forward-looking statements or guidance from the reporting person regarding future activities with Aptose Biosciences.

Management Comments

• Disposed of pursuant to a board, shareholder and court-approved business arrangement agreement between the Issuer and Hammi Pharmaceuticals Co. Inc. whereby a subsidiary of Hammi acquired all outstanding shares of the Issuer at a price of C$2.41 per share.
• Converted from Canadian price of C$2.41 per share using an exchange rate of C$1.4 = US$1.00.
• Options vest 50% on the first anniversary of the grant date; remaining options vest 1/3 annually beginning on the second anniversary of the grant date.
• TOTAL OPTIONS AND OPTION EXERCISE PRICE SUBJECT TO ADJUSTMENT AS A RESULT OF THE ISSUER'S 1:30 REVERSE STOCK SPLIT ON 2/25/2025 AND 1:15 REVERSE SPLIT ON 6/6/2023

Industry Context

StockSavvy.ai notes that Form 4 filings are standard for reporting changes in beneficial ownership by insiders, particularly during significant corporate events like acquisitions. This filing confirms the completion of the acquisition of Aptose Biosciences by Hammi Pharmaceuticals from an insider's perspective.

Management Changes

Stakeholder Impact

• Shareholders of Aptose Biosciences have received C$2.41 per share in cash as part of the acquisition.
• Employees of Aptose Biosciences may experience changes in employment terms or roles under Hammi Pharmaceuticals.
• Fletcher Payne has divested his ownership stake in Aptose Biosciences.

Next Steps

• The acquisition of Aptose Biosciences by Hammi Pharmaceuticals is complete, as indicated by the disposition of shares.
• Fletcher Payne's role as SVP and CFO has concluded with this transaction.

Key Dates

Keywords

SEC Form 4, Aptose Biosciences, Fletcher Payne, Stock Options, Share Disposition, Acquisition, Hammi Pharmaceuticals, Beneficial Ownership, Executive Transactions