Form 4: LAVA Therapeutics Director Cancels Options for Cash, CVRs

LAVA Therapeutics director Mary E. Wadlinger canceled 33,390 share options in exchange for cash and contingent value rights as part of a Purchase Agreement.

Summary

• Mary E. Wadlinger, a Director of LAVA Therapeutics NV (LVTX), reported a change in beneficial ownership.
• On November 13, 2025, 33,390 share options (Right to Buy) with an exercise price of $0.93 were cancelled.
• The cancellation was pursuant to a Purchase Agreement dated August 3, 2025, between LAVA Therapeutics NV and XOMA Royalty Corporation.
• In exchange for the cancelled options, Ms. Wadlinger received cash and Contingent Value Rights (CVRs).
• The cash component was calculated as the excess of $1.04 over the $0.93 per share exercise price, multiplied by 33,390 shares, totaling $3,672.90 (net of applicable withholding tax and deductions).
• Additionally, one CVR was received for each of the 33,390 shares underlying the in-the-money option.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating it was pre-arranged.

Sentiment

Score: 6

Explanation: Slightly positive. The director realized value from in-the-money options, receiving cash and CVRs, indicating a beneficial outcome for the individual. The transaction was pre-planned, reducing surprise.

Positives

• The options were 'in-the-money' at the time of cancellation, indicating a positive value for the holder.
• The director received cash and CVRs, providing immediate value and potential future value from the underlying Purchase Agreement.

Risks

• The value of the Contingent Value Rights (CVRs) is contingent on future events, introducing uncertainty regarding their ultimate realization and value.

Future Outlook

The receipt of Contingent Value Rights (CVRs) implies that future value realization for these rights is tied to specific, undisclosed events or milestones related to the Purchase Agreement with XOMA Royalty Corporation.

Industry Context

This Form 4 filing details an insider transaction related to a director's equity compensation, which was impacted by a broader corporate Purchase Agreement with XOMA Royalty Corporation. While the filing itself doesn't provide details on the nature of the Purchase Agreement, such agreements often involve strategic partnerships, asset sales, or other corporate restructuring events that can affect employee and director equity incentives.

Stakeholder Impact

• Shareholders: The transaction reflects a change in a director's equity holdings, which is a routine disclosure for insider transactions. The underlying Purchase Agreement with XOMA Royalty Corporation, which triggered this option cancellation, may have broader implications for the company's strategy or assets, but details are not provided in this filing.
• Employees/Management: The cancellation and exchange of options for cash and CVRs represent a restructuring of a director's compensation related to a corporate event.

Next Steps

• The value and realization of the 33,390 Contingent Value Rights (CVRs) will depend on future events as defined by the Purchase Agreement with XOMA Royalty Corporation.

Key Dates

Keywords

LVTX, LAVA Therapeutics, Form 4, Insider Transaction, Stock Options, Contingent Value Rights, CVRs, XOMA Royalty Corporation, Corporate Governance