Form 4: Mural Oncology Officer Disposes Shares in Acquisition

Maiken Keson-Brookes, Chief Legal Officer of Mural Oncology, disposed of all her ordinary shares and stock options following the company's acquisition by XRA 5 Corp. for $2.035 per share.

Summary

• Mural Oncology plc was acquired by XRA 5 Corp., a wholly-owned subsidiary of XOMA Royalty Corporation, with the transaction effective on December 5, 2025.
• The acquisition was completed for a cash purchase price of $2.035 per share (Scheme Consideration).
• Maiken Keson-Brookes, the Chief Legal Officer, disposed of 68,834 ordinary shares as a result of the acquisition.
• This disposition included 62,203 unvested restricted stock units (RSUs) which were automatically cancelled and converted into the right to receive the $2.035 per share cash consideration.
• All stock options held by Ms. Keson-Brookes with an exercise price equal to or greater than the $2.035 per share Scheme Consideration were cancelled and ceased to be outstanding, with no consideration delivered for them.
• Following these transactions, Ms. Keson-Brookes beneficially owns 0 ordinary shares and 0 derivative securities.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive, reflecting the successful completion of an acquisition for shareholders who received cash consideration. However, it is tempered by the cancellation of out-of-the-money stock options for the reporting person without any value.

Positives

• Maiken Keson-Brookes received cash consideration for her ordinary shares and unvested restricted stock units as part of the acquisition.
• The company successfully completed its acquisition by XRA 5 Corp., providing a definitive cash exit for shareholders at $2.035 per share.

Negatives

• Stock options with exercise prices of $3.61, $5.39, and $3.43 were cancelled without any consideration, as their exercise prices were above the acquisition price of $2.035 per share, resulting in a loss of potential value for the reporting person.

Future Outlook

NA

Industry Context

The filing reports the completion of an acquisition, a common strategic event in the biotechnology and pharmaceutical sectors, indicating consolidation or a strategic exit for the acquired entity. This specific transaction involves XOMA Royalty Corporation's subsidiary acquiring Mural Oncology plc.

Stakeholder Impact

• Shareholders: Received $2.035 per share in cash for their ordinary shares, representing a liquidity event.
• Option Holders (specifically those with out-of-the-money options): Experienced a loss of potential value as their options were cancelled without consideration.
• Employees: While not detailed in this filing, an acquisition typically leads to integration and potential changes in employment for the acquired company's workforce.

Key Dates

Keywords

Mural Oncology, MURA, XRA 5 Corp, XOMA Royalty Corporation, Acquisition, Merger, Form 4, Insider Transaction, Stock Options, Restricted Stock Units, Officer Transaction, Chief Legal Officer