Form 4: Evoke Pharma Director Cashes Out Options Post-Merger

Evoke Pharma Director Kenneth J. Widder converted his stock options into cash following the company's merger with QOL Medical, LLC.

Summary

• Evoke Pharma Inc. merged with QOL-EOS Merger Sub, Inc., a wholly-owned subsidiary of QOL Medical, LLC ('Parent'), effective December 17, 2025.
• Following the merger, Evoke Pharma Inc. continues as the surviving corporation and a wholly-owned subsidiary of Parent.
• Kenneth J. Widder, a Director of Evoke Pharma, had all his outstanding stock options automatically accelerated, fully vested, canceled, and converted into a cash payment.
• The cash payment for each option was calculated as the aggregate number of shares underlying the option multiplied by the difference between $11.00 and the option's per share exercise price.
• Options with an exercise price of $5.41 for 1,187 shares were converted.
• Options with an exercise price of $4.45 for 5,833 shares were converted.
• Options with an exercise price of $3.453 for 1,187 shares were converted.

Sentiment

Score: 7

Explanation: The sentiment is positive for the reporting person as their stock options were successfully converted to cash at a favorable price due to the merger. For former public shareholders, the merger provided a cash exit at a specified value.

Positives

• Kenneth J. Widder's stock options were 'in the money' and converted to cash, indicating a profitable outcome for the option holder.
• The merger provided a clear exit for shareholders at $11.00 per share, which was above the exercise prices of the reported options.

Negatives

• Evoke Pharma Inc. ceased to be an independent publicly traded company, becoming a wholly-owned subsidiary of QOL Medical, LLC.

Future Outlook

The filing does not provide forward-looking statements or guidance, as it reports a completed insider transaction related to a merger.

Industry Context

This transaction reflects a consolidation event within the pharmaceutical or medical sector, where Evoke Pharma Inc. was acquired by QOL Medical, LLC.

Corporate Governance

Stakeholder Impact

• Shareholders: Received $11.00 per share in cash for their common stock as part of the merger consideration.
• Option Holders (e.g., Kenneth J. Widder): Received cash for their vested stock options, calculated based on the $11.00 merger price minus their exercise price.

Key Dates

Keywords

Evoke Pharma, EVOK, QOL Medical, Merger, Stock Options, Insider Transaction, Beneficial Ownership, Director Compensation, Acquisition