Form 4: HilleVax Director Sells Shares Post-Merger
Insider Transaction Report
HilleVax Director Shelley Chu reported the disposition of 17,199 common shares following the company's merger with XOMA Royalty Corporation.
Summary
- Shelley Chu, a Director of HilleVax, Inc., reported the disposition of 17,199 shares of common stock.
- This transaction occurred on September 17, 2025, in connection with the merger of HilleVax, Inc. with XOMA Royalty Corporation.
- Under the merger agreement, shareholders received $1.95 in cash per share plus one contingent value right (CVR) for each share.
- Outstanding restricted stock units (RSUs) also vested fully and were canceled in exchange for the cash amount and one CVR per underlying share.
- HilleVax, Inc. is now a wholly-owned subsidiary of XOMA Royalty Corporation.
Sentiment
Score: 5
Explanation: The filing is a factual report of a mandatory insider transaction following a completed merger, thus it carries a neutral sentiment.
Positives
- NA
Negatives
- NA
Risks
- NA
Future Outlook
NA
Management Comments
- NA
Industry Context
NA
Comparison to Industry Standards
- NA
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
Legal Proceedings
- NA
Related Party Transactions
- NA
Stakeholder Impact
- Shareholders: Received $1.95 in cash per share and one contingent value right (CVR) for each share.
- Employees (holding RSUs): Received cash and one CVR for each underlying share upon vesting and cancellation.
Next Steps
- NA
Key Dates
| Date | Description |
|---|---|
| August 4, 2025 | Date of the Agreement and Plan of Merger between HilleVax, Inc., XOMA Royalty Corporation, and XRA 4 Corp. |
| September 17, 2025 | Effective Time of the merger, where Merger Sub merged into HilleVax, Inc., and the transaction date for the disposition of shares. |
Keywords
HilleVax, HLVX, XOMA Royalty Corporation, merger, acquisition, Form 4, insider transaction, director, common stock, CVR, contingent value right
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