Form 4: Y-mAbs Director Reports Post-Merger Share Dispositions
Insider Transaction Report
Y-mAbs Therapeutics Director Laura Hamill reported the disposition of common stock, restricted stock units, and stock options following the company's acquisition by Stark International Lux.
Summary
- Laura Hamill, a Director of Y-mAbs Therapeutics, Inc. (YMAB), reported transactions related to the company's merger.
- On September 16, 2025, Yosemite Merger Sub, Inc. completed a tender offer for YMAB shares and subsequently merged with YMAB.
- Y-mAbs Therapeutics, Inc. is now an indirect wholly-owned subsidiary of Perseus BidCo US, Inc., which is a subsidiary of Stark International Lux.
- Common stock was tendered at $8.60 per share in cash.
- Restricted Stock Units (RSUs) were cancelled and converted into cash based on the $8.60 merger consideration.
- Employee Stock Options were cancelled and converted into cash for those with an exercise price below $8.60, or cancelled for no consideration if the exercise price was equal to or above $8.60.
Sentiment
Score: 7
Explanation: Neutral to slightly positive for the reporting person as they received cash for their holdings, though some options were cancelled for no value. The merger itself represents a definitive event for the company.
Positives
- The reporting person received cash consideration of $8.60 per share for common stock and eligible restricted stock units.
- The reporting person received cash consideration for in-the-money stock options (those with an exercise price below $8.60).
Negatives
- Stock options with an exercise price equal to or exceeding the $8.60 merger consideration were cancelled for no value.
- The reporting person no longer holds any direct beneficial ownership in Y-mAbs Therapeutics, Inc. following the merger, as the company became a private entity.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders: Public shareholders received $8.60 per share in cash, concluding their investment in Y-mAbs Therapeutics, Inc.
- Employees (including the reporting person): Employees holding stock options and RSUs received cash payouts based on the merger consideration, with out-of-the-money options cancelled.
- Company: Y-mAbs Therapeutics, Inc. transitioned from a publicly traded entity to a private, wholly-owned subsidiary.
Next Steps
- The Issuer, Y-mAbs Therapeutics, Inc., continues as the surviving corporation and an indirect wholly-owned subsidiary of Parent.
Key Dates
| Date | Description |
|---|---|
| 2025-08-04 | Date of the Agreement and Plan of Merger. |
| 2025-09-16 | Date of earliest transaction, completion of tender offer, and merger effective date. |
| 2025-09-18 | Date the Form 4 was signed. |
| 2030-06-23 | Expiration date for certain employee stock options. |
| 2031-06-10 | Expiration date for certain employee stock options. |
| 2032-07-15 | Expiration date for certain employee stock options. |
| 2033-06-08 | Expiration date for certain employee stock options. |
| 2034-06-11 | Expiration date for certain employee stock options. |
| 2035-06-30 | Expiration date for certain employee stock options. |
Keywords
Y-mAbs Therapeutics, YMAB, Merger, Acquisition, Tender Offer, SEC Form 4, Insider Transaction, Stock Options, Restricted Stock Units, Laura Hamill, Stark International Lux
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