Form 4: Mural Oncology CFO Sells Shares in Acquisition

Mural Oncology plc's CFO, Adam D. Cutler, disposed of ordinary shares and restricted stock units as part of the company's acquisition by XRA 5 Corp. for $2.035 per share.

Summary

• Adam D. Cutler, Chief Financial Officer of Mural Oncology plc, reported changes in beneficial ownership on December 5, 2025.
• The changes resulted from XRA 5 Corp. acquiring all issued and to be issued share capital of Mural Oncology plc for a cash purchase price of $2.035 per share (Scheme Consideration).
• Mr. Cutler disposed of 99,290 ordinary shares.
• 77,429 unvested restricted stock units (RSUs) were cancelled and converted into the right to receive the Scheme Consideration.
• Stock options to purchase 146,452 ordinary shares (exercise price $3.61) and 65,000 ordinary shares (exercise price $3.43) were cancelled without consideration, as their exercise prices were equal to or greater than the Scheme Consideration.

Sentiment

Score: 6

Explanation: The acquisition provides a cash exit for shareholders, which is generally positive. However, the cancellation of out-of-the-money stock options without consideration is a negative for option holders, including the reporting person.

Positives

• Shareholders of Mural Oncology plc received a cash payment of $2.035 per share for their ordinary shares and RSUs.
• The acquisition provides a clear cash exit for investors.

Negatives

• Stock options with exercise prices equal to or greater than the $2.035 Scheme Consideration were cancelled without any payment, impacting 211,452 options held by the CFO.

Risks

• The cancellation of out-of-the-money stock options without consideration represents a financial loss for option holders, including the reporting person.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: Received $2.035 per share in cash for their ordinary shares and RSUs.
• Option Holders (including CFO): Those with options having an exercise price equal to or greater than $2.035 had their options cancelled without consideration.

Key Dates

Keywords

Mural Oncology, MURA, XRA 5 Corp, Acquisition, Merger, SEC Form 4, Insider Transaction, Adam D. Cutler, Chief Financial Officer, Share Disposition, Restricted Stock Units, Stock Options, Scheme Consideration