Reported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| Aurinia Pharmaceuticals Inc.AUPH · Entity 4463 | Director | May 18, 2023 | May 23, 2023 |
| Zosano Pharma CorpZSAN · Entity 12518 | Director | June 10, 2021 | June 14, 2021 |
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
Aurinia Pharmaceuticals Inc.
Report date May 18, 2023 · Filed May 23, 2023
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 11,961 |
Ending reported balance
After 2023-05-19 transaction · row 2
2 source rows · reconciled sequenceRow 1 · 2023-05-18 · Exercise / conversion · Acquired 8,733 · Balance 12,233 F1: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Issuer Common Stock. The RSUs have no expiration date. Row 2 · 2023-05-19 · Sale · Disposed 272 · Balance 11,961 F2: Represents the number of shares automatically sold to cover tax withholding obligations in connection with the vesting of RSUs. |
| Restricted Stock UnitsSEC Table II · derivative / convertible security | Direct | 0 |
Reported balance
After 2023-05-18 transaction · row 3
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 3 · 2023-05-18 · Exercise / conversion · Disposed 8,733 · Balance 0 F1: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Issuer Common Stock. The RSUs have no expiration date. |
Filing footnotes · ownership attribution and instrument terms
F1: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Issuer Common Stock. The RSUs have no expiration date.
F2: Represents the number of shares automatically sold to cover tax withholding obligations in connection with the vesting of RSUs.
Zosano Pharma Corp
Report date June 10, 2021 · Filed June 14, 2021
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 22,500 |
Reported balance
After 2021-06-10 transaction · row 1
1 source rowRow 1 · 2021-06-10 · Grant · Acquired 15,000 · Balance 22,500 F1: Represents restricted stock units which vest in a single installment on the earlier of (i) the first anniversary of the grant date and (ii) immediately prior to the annual meeting in 2022 of the Issuer's stockholders, assuming continuous service through such vesting date. |
| Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $0.93 · Expires 2031-06-09 | Direct | 30,000 |
Reported balance
After 2021-06-10 transaction · row 2
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 2 · 2021-06-10 · Grant · Acquired 30,000 · Balance 30,000 F2: The option will vest and become exercisable as to 100% of the total number of shares subject to the option on the earlier of (i) the first anniversary of the grant date and (ii) immediately prior to the annual meeting in 2022 of the Issuer's stockholders, assuming continuous service through such vesting date. |
Filing footnotes · ownership attribution and instrument terms
F1: Represents restricted stock units which vest in a single installment on the earlier of (i) the first anniversary of the grant date and (ii) immediately prior to the annual meeting in 2022 of the Issuer's stockholders, assuming continuous service through such vesting date.
F2: The option will vest and become exercisable as to 100% of the total number of shares subject to the option on the earlier of (i) the first anniversary of the grant date and (ii) immediately prior to the annual meeting in 2022 of the Issuer's stockholders, assuming continuous service through such vesting date.
Past disclosures · reporting ended (1)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
Regulus Therapeutics Inc.
Report date June 25, 2025 · Filed June 27, 2025
Section 16 reporting ended · disclosed 2025-06-27. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 1
1 source rowRow 1 · 2025-06-25 · Disposition to issuer · Disposed 571,558 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F3: Pursuant to the terms of the Merger Agreement, (i) each Share was converted into the right to receive the Offer Price and (ii) each performance stock unit ("PSU") was canceled and converted into the right to receive (A) an amount in cash (without interest) equal to the product obtained by multiplying (x) the aggregate number of Shares underlying such PSU immediately prior to the Effective Time by (y) the Closing Amount plus (B) one CVR with respect to each such Share subject to such PSU immediately prior to the Effective Time. The 280,750 PSUs reported herein were unintentionally omitted from previous Form 4 filings made by the Reporting Person following the achievement of the performance-based vesting conditions applicable thereto. |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $9.50 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 2
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 2 · 2025-06-25 · Disposition to issuer · Disposed 6,500 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $9.50 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 3
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 3 · 2025-06-25 · Disposition to issuer · Disposed 1,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $6.40 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 4
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 4 · 2025-06-25 · Disposition to issuer · Disposed 100,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $13.10 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 5
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 5 · 2025-06-25 · Disposition to issuer · Disposed 90,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $2.60 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 6
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 6 · 2025-06-25 · Disposition to issuer · Disposed 160,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $13.10 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 7
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 7 · 2025-06-25 · Disposition to issuer · Disposed 30,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $1.48 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 8
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 8 · 2025-06-25 · Disposition to issuer · Disposed 100,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $1.36 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 9
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 9 · 2025-06-25 · Disposition to issuer · Disposed 1,312,500 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $1.30 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 10
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 10 · 2025-06-25 · Disposition to issuer · Disposed 249,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $2.01 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 11
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 11 · 2025-06-25 · Disposition to issuer · Disposed 990,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. |
| Stock OptionSEC Table II · derivative / convertible security · Conversion / exercise price $1.00 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 12
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 12 · 2025-06-25 · Disposition to issuer · Disposed 1,350,000 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. |
| Common Stock Purchase Warrant (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $7.46 | Direct | 0 |
Reported balance
After 2025-06-25 transaction · row 13
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 13 · 2025-06-25 · Disposition to issuer · Disposed 2,976 · Balance 0 F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F6: Pursuant to the Merger Agreement, the Reporting Person elected to receive $2.95 per warrant, an amount equal to the Black Scholes Value (as defined in the Merger Agreement) for the warrants reported herein. |
Filing footnotes · ownership attribution and instrument terms
F1: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share.
F2: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent.
F3: Pursuant to the terms of the Merger Agreement, (i) each Share was converted into the right to receive the Offer Price and (ii) each performance stock unit ("PSU") was canceled and converted into the right to receive (A) an amount in cash (without interest) equal to the product obtained by multiplying (x) the aggregate number of Shares underlying such PSU immediately prior to the Effective Time by (y) the Closing Amount plus (B) one CVR with respect to each such Share subject to such PSU immediately prior to the Effective Time. The 280,750 PSUs reported herein were unintentionally omitted from previous Form 4 filings made by the Reporting Person following the achievement of the performance-based vesting conditions applicable thereto.
F4: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time.
F5: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option).
F6: Pursuant to the Merger Agreement, the Reporting Person elected to receive $2.95 per warrant, an amount equal to the Black Scholes Value (as defined in the Merger Agreement) for the warrants reported herein.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerCommon Stock Purchase Warrant (Right to Buy) · Derivative | 2,976 | Not disclosed Strike: $7.46 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 13 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 2,976 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F6 · price: Pursuant to the Merger Agreement, the Reporting Person elected to receive $2.95 per warrant, an amount equal to the Black Scholes Value (as defined in the Merger Agreement) for the warrants reported herein. F6 · derivative.exercise_date: Pursuant to the Merger Agreement, the Reporting Person elected to receive $2.95 per warrant, an amount equal to the Black Scholes Value (as defined in the Merger Agreement) for the warrants reported herein. F6 · derivative.expiration_date: Pursuant to the Merger Agreement, the Reporting Person elected to receive $2.95 per warrant, an amount equal to the Black Scholes Value (as defined in the Merger Agreement) for the warrants reported herein. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 1,350,000 | Not disclosed Strike: $1.00 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 12 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 1,350,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 990,000 | Not disclosed Strike: $2.01 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 11 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 990,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 249,000 | Not disclosed Strike: $1.30 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 10 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 249,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 1,312,500 | Not disclosed Strike: $1.36 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 9 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 1,312,500 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 100,000 | Not disclosed Strike: $1.48 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 8 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 100,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 30,000 | Not disclosed Strike: $13.10 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 7 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 30,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 160,000 | Not disclosed Strike: $2.60 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 6 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 160,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 90,000 | Not disclosed Strike: $13.10 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 5 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 90,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 100,000 | Not disclosed Strike: $6.40 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 4 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 100,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F4 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. F4 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised immediately prior to the Effective Time with a per Share exercise price less than the Closing Amount (each, an "In-the-Money Option") was automatically canceled and terminated and converted into the right to receive (i) a payment in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (A) the aggregate number of Shares underlying such In-the-Money Option immediately prior to the Effective Time by (B) an amount equal to the Closing Amount less the per Share exercise price of such In-the-Money Option plus (ii) one CVR with respect to each Share subject to such In-the-Money Option immediately prior to the Effective Time. Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 1,000 | Not disclosed Strike: $9.50 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 3 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 1,000 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerStock Option · Derivative | 6,500 | Not disclosed Strike: $9.50 | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 6,500 shares Expires not disclosed F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F5 · price: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.exercise_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). F5 · derivative.expiration_date: Pursuant to terms of the Merger Agreement, each stock option that was outstanding and unexercised with a per Share exercise price equal to or greater than the Closing Amount but less than $14.00 (each, an "Out-of-the-Money Option") was automatically canceled and terminated and converted into the right to receive one CVR with respect to each Share subject to such Out-of-the-Money Option immediately prior to the Effective Time, and therefore may become entitled to receive, as of the date of the Milestone Payment (as defined in the Merger Agreement), an amount in cash (without interest and subject to applicable withholding), if any, equal to the product obtained by multiplying (i) the aggregate number of CVRs received in respect of such Out-of-the-Money Option by (ii) an amount equal to $14.00, less the per Share exercise price of such Out-of-the-Money Option (provided if no Milestone Payment is made, then no payments will be made with respect to any Out-of-the-Money Option). Read SEC document |
| June 25, 2025 Filed Jun 27, 2025 17:05 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | Disposition to issuerCommon Stock | 571,558 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-091015 · ownership.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 F1 · kind: This Form 4 reports securities disposed pursuant to that certain Agreement and Plan of Merger, dated as of April 29, 2025 (the "Merger Agreement"), by and among Regulus Therapeutics Inc. (the "Issuer"), Redwood Merger Sub Inc. ("Merger Sub"), a wholly owned, indirect subsidiary of Novartis AG ("Parent"), and Parent. Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 (the "Shares"), in exchange for (a) $7.00 in cash per Share (the "Closing Amount"), subject to any applicable withholding and without interest thereon, plus (b) one contingent value right (each, a "CVR") per Share. F2 · kind: Each CVR represents the right to receive one contingent payment of $7.00 in cash (the Closing Amount and one CVR, collectively, the "Offer Price"), subject to any applicable withholding and without interest thereon, upon the achievement of the milestone specified in, and on the other terms and subject to the other conditions set forth in, that certain CVR Agreement entered into between Parent and a rights agent. Effective as of June 25, 2025, Merger Sub merged with and into the Issuer (the "Effective Time"), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent. F3 · price: Pursuant to the terms of the Merger Agreement, (i) each Share was converted into the right to receive the Offer Price and (ii) each performance stock unit ("PSU") was canceled and converted into the right to receive (A) an amount in cash (without interest) equal to the product obtained by multiplying (x) the aggregate number of Shares underlying such PSU immediately prior to the Effective Time by (y) the Closing Amount plus (B) one CVR with respect to each such Share subject to such PSU immediately prior to the Effective Time. The 280,750 PSUs reported herein were unintentionally omitted from previous Form 4 filings made by the Reporting Person following the achievement of the performance-based vesting conditions applicable thereto. Read SEC document |
| January 30, 2025 Filed Jan 31, 2025 17:00 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 1,350,000 | $0.00 Strike: $1.00 | $0.00 |
DisclosureSEC source: 0000950170-25-011853 · ownership.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 1,350,000 Underlying: Common Stock · 1,350,000 shares Expires 2035-01-29 F2 · derivative.exercise_date: The stock option commenced vesting on January 1, 2025 and will vest ratably on a monthly basis over a 48 month period subject to the reporting person's continuous service to Regulus through each such vesting date. Read SEC document |
| January 30, 2025 Filed Jan 31, 2025 17:00 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | PurchaseCommon Stock | 50,000 | $1.09 | $54,260.00 |
DisclosureSEC source: 0000950170-25-011853 · ownership.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 260,808 F1 · price: The weighted average purchase price for the transaction reported was $1.0852, and the range of prices were between $1.065 and $1.0897. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares purchased at each price will be provided. Read SEC document |
| January 14, 2025 Filed Jan 15, 2025 17:00 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 11,764 | $1.26 | $14,860.28 |
DisclosureSEC source: 0000950170-25-005883 · ownership.xml · nonDerivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 210,808 F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) which commenced vesting on January 12, 2024. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. Read SEC document |
| January 13, 2025 Filed Jan 15, 2025 17:00 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 115,290 | $1.26 | $145,634.33 |
DisclosureSEC source: 0000950170-25-005883 · ownership.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: Plan reported Ownership: Direct Disclosed balance after: 222,572 F1 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) which commenced vesting on January 9, 2025. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. Read SEC document |
| January 09, 2025 Filed Jan 10, 2025 17:00 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantCommon Stock | 62,000 | $1.30 | $80,600.00 |
DisclosureSEC source: 0000950170-25-004274 · ownership.xml · nonDerivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 337,862 F2 · kind: On January 12, 2024, the reporting person was granted Restricted Stock Units (RSUs). The RSUs only vest upon achievement of a specified performance-based milestone. The performance criteria were met resulting in immediate vesting of 50% of the shares subject to the grant. The remaining 50% vest on the one year anniversary of the vesting commencement date, subject to the reporting person's Continuous Service to Regulus. Read SEC document |
| January 09, 2025 Filed Jan 10, 2025 17:00 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantCommon Stock | 218,750 | $1.36 | $297,500.00 |
DisclosureSEC source: 0000950170-25-004274 · ownership.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 275,862 F1 · kind: On August 10, 2023, the reporting person was granted Restricted Stock Units (RSUs). The RSUs only vest upon achievement of a specified performance-based milestone. The performance criteria were met resulting in immediate vesting of 50% of the shares subject to the grant. The remaining 50% vest on the one year anniversary of the vesting commencement date, subject to the reporting person's Continuous Service to Regulus. Read SEC document |
| May 20, 2024 Filed May 21, 2024 16:21 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 990,000 | $0.00 Strike: $2.01 | $0.00 |
DisclosureSEC source: 0000950170-24-062920 · ownership.xml · derivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 990,000 Underlying: Common Stock · 990,000 shares Expires 2034-05-19 F1 · derivative.exercise_date: The stock option will vest ratably on a monthly basis over a 48 month period subject to the reporting person's continuous service to Regulus through each such vesting date. Read SEC document |
| January 18, 2024 Filed Jan 18, 2024 20:22 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 14,580 | $1.19 | $17,358.95 |
DisclosureSEC source: 0001209191-24-001873 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 57,112 F1 · shares: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. Read SEC document |
| January 12, 2024 Filed Jan 17, 2024 17:16 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 249,000 | $0.00 Strike: $1.30 | $0.00 |
DisclosureSEC source: 0001209191-24-001778 · doc4.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 249,000 Underlying: Common Stock · 249,000 shares Expires 2034-01-11 F2 · derivative.exercise_date: The stock option will vest ratably on a monthly basis over a 48 month period subject to the reporting person's continuous service to Regulus through each such vesting date. Read SEC document |
| January 12, 2024 Filed Jan 17, 2024 17:16 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantCommon Stock | 30,000 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-24-001778 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · Chief Executive Officer 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 71,692 F1 · shares: On January 11, 2023, the reporting person was granted Restricted Stock Units (RSUs). The RSUs only vested upon achievement of a performance-based milestone. The performance criteria were met resulting in immediate vesting of 50% of the shares subject to the grant. The remaining 50% vest on the one year anniversary of the vesting commencement date, subject to the reporting person's Continuous Service to Regulus. Read SEC document |
| August 10, 2023 Filed Aug 14, 2023 16:17 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 1,312,500 | $0.00 Strike: $1.36 | $0.00 |
DisclosureSEC source: 0001209191-23-045624 · doc4.xml · derivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 1,312,500 Underlying: Common Stock · 1,312,500 shares Expires 2033-08-09 F1 · derivative.exercise_date: The stock option will vest ratably on a monthly basis over a 48 month period subject to the reporting person's continuous service to Regulus through each such vesting date. Read SEC document |
| May 19, 2023 Filed May 23, 2023 17:18 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | SaleCommon Stock | 272 | $10.58 | $2,877.76 |
DisclosureSEC source: 0001600620-23-000021 · wk-form4_1684876715.xml · nonDerivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 11,961 F2 · shares: Represents the number of shares automatically sold to cover tax withholding obligations in connection with the vesting of RSUs. Read SEC document |
| May 18, 2023 Filed May 23, 2023 17:18 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | Exercise / conversionRestricted Stock Units · Derivative | 8,733 | $0.00 | $0.00 |
DisclosureSEC source: 0001600620-23-000021 · wk-form4_1684876715.xml · derivative · entry 3 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 8,733 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Issuer Common Stock. The RSUs have no expiration date. F1 · derivative.expiration_date: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Issuer Common Stock. The RSUs have no expiration date. Read SEC document |
| May 18, 2023 Filed May 23, 2023 17:18 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | Exercise / conversionCommon Stock | 8,733 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001600620-23-000021 · wk-form4_1684876715.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 12,233 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · price: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Issuer Common Stock. The RSUs have no expiration date. Read SEC document |
| January 11, 2023 Filed Jan 17, 2023 16:11 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 100,000 | $0.00 Strike: $1.48 | $0.00 |
DisclosureSEC source: 0001209191-23-003520 · doc4.xml · derivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 100,000 Underlying: Common Stock · 100,000 shares Expires 2033-01-10 F1 · derivative.exercise_date: The stock option will vest ratably on a monthly basis over a 48 month period subject to the reporting person's continuous service to Regulus through each such vesting date. Read SEC document |
| May 18, 2022 Filed May 20, 2022 16:07 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | GrantStock Option (right to buy) · Derivative | 14,612 | $0.00 Strike: $11.45 | $0.00 |
DisclosureSEC source: 0001628280-22-015028 · wf-form4_165307722519945.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 14,612 Underlying: Common Stock · 14,612 shares Expires 2032-05-18 F2 · derivative.exercise_date: The option vests in twelve equal monthly installments commencing on June 18, 2022. Read SEC document |
| May 18, 2022 Filed May 20, 2022 16:07 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | GrantRestricted Stock Unit · Derivative | 8,733 | $0.00 | $0.00 |
DisclosureSEC source: 0001628280-22-015028 · wf-form4_165307722519945.xml · derivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 8,733 Underlying: Common Shares · 8,733 shares Expires not disclosed F1 · derivative.exercise_price: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest and be delivered to the Reporting Person one year from date of grant. F1 · derivative.exercise_date: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest and be delivered to the Reporting Person one year from date of grant. F1 · derivative.expiration_date: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest and be delivered to the Reporting Person one year from date of grant. Read SEC document |
| May 10, 2022 Filed May 11, 2022 16:54 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 300,000 | $0.00 Strike: $1.31 | $0.00 |
DisclosureSEC source: 0001209191-22-028337 · doc4.xml · derivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 300,000 Underlying: Common Stock · 300,000 shares Expires 2030-01-20 F1 · derivative.exercise_date: The option vests only upon achievement of a performance-based milestone. The performance criteria were met, resulting in vesting of the option. Upon achievement of the milestone and verification of same by the Company's Compensation Committee, one hundred percent of the shares immediately vested. Read SEC document |
| January 26, 2022 Filed Jan 26, 2022 16:13 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | PurchaseCommon Stock | 100,000 | $0.22 | $21,520.00 |
DisclosureSEC source: 0001209191-22-005061 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 417,006 Read SEC document |
| January 12, 2022 Filed Jan 26, 2022 16:13 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 1,600,000 | $0.00 Strike: $0.26 | $0.00 |
DisclosureSEC source: 0001209191-22-005061 · doc4.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,600,000 Underlying: Common Stock · 1,600,000 shares Expires 2032-01-11 F1 · derivative.exercise_date: The stock option will vest ratably on a monthly basis over a 48 month period subject to the reporting person's continuous service to Regulus through each such vesting date. Read SEC document |
| January 03, 2022 Filed Jan 4, 2022 16:17 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | Exercise / conversionStock Option (right to buy) · Derivative | 40,000 | $0.00 Strike: $5.08 | $0.00 |
DisclosureSEC source: 0001628280-22-000182 · wf-form4_164133098196321.xml · derivative · entry 4 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 10,000 Underlying: Common Stock · 40,000 shares Expires 2028-02-08 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: Converted to U.S. dollars based on the average daily exchange rate of the Bank of Canada reported on the grant date. F4 · derivative.exercise_date: The shares subject to the option are fully vested and immediately exercisable. They vested in twelve equal monthly installments from the grant date. Read SEC document |
| January 03, 2022 Filed Jan 4, 2022 16:17 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | SaleCommon Stock | 634 | $23.29 | $14,765.86 |
DisclosureSEC source: 0001628280-22-000182 · wf-form4_164133098196321.xml · nonDerivative · entry 3 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 3,500 F2 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. Read SEC document |
| January 03, 2022 Filed Jan 4, 2022 16:17 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | SaleCommon Stock | 39,366 | $22.58 | $888,884.28 |
DisclosureSEC source: 0001628280-22-000182 · wf-form4_164133098196321.xml · nonDerivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 4,134 F2 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. F3 · price: The price in column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $22.27 to $23.22, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. Read SEC document |
| January 03, 2022 Filed Jan 4, 2022 16:17 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | Exercise / conversionCommon Stock | 40,000 | $5.08 | $203,200.00 |
DisclosureSEC source: 0001628280-22-000182 · wf-form4_164133098196321.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 43,500 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · price: Converted to U.S. dollars based on the average daily exchange rate of the Bank of Canada reported on the grant date. Read SEC document |
| June 14, 2021 Filed Jun 16, 2021 21:23 UTC | Aurinia Pharmaceuticals Inc. AUPH · Entity 4463 | GrantStock Option (right to buy) · Derivative | 31,347 | $0.00 Strike: $12.86 | $0.00 |
DisclosureSEC source: 0001628280-21-012389 · wf-form4_162389298391433.xml · derivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 31,347 Underlying: Common Shares · 31,347 shares Expires 2031-06-14 F1 · derivative.exercise_date: The option vests in twelve equal monthly installments commencing on July 14, 2021. Read SEC document |
| June 10, 2021 Filed Jun 14, 2021 20:31 UTC | Zosano Pharma Corp ZSAN · Entity 12518 | GrantStock Option (Right to Buy) · Derivative | 30,000 | $0.00 Strike: $0.93 | $0.00 |
DisclosureSEC source: 0001567619-21-012083 · doc1.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 30,000 Underlying: Common Stock · 30,000 shares Expires 2031-06-09 F2 · derivative.exercise_date: The option will vest and become exercisable as to 100% of the total number of shares subject to the option on the earlier of (i) the first anniversary of the grant date and (ii) immediately prior to the annual meeting in 2022 of the Issuer's stockholders, assuming continuous service through such vesting date. Read SEC document |
| June 10, 2021 Filed Jun 14, 2021 20:31 UTC | Zosano Pharma Corp ZSAN · Entity 12518 | GrantCommon Stock | 15,000 | $0.00 | $0.00 |
DisclosureSEC source: 0001567619-21-012083 · doc1.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,500 F1 · shares: Represents restricted stock units which vest in a single installment on the earlier of (i) the first anniversary of the grant date and (ii) immediately prior to the annual meeting in 2022 of the Issuer's stockholders, assuming continuous service through such vesting date. Read SEC document |
| May 17, 2021 Filed May 17, 2021 19:13 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 4,186 | $0.89 | $3,725.54 |
DisclosureSEC source: 0001209191-21-033297 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 316,292 F1 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person on 11/12/2018. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. Read SEC document |
| April 14, 2021 Filed Apr 16, 2021 16:12 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | ConversionClass A-2 Convertible Preferred Stock · Derivative | 7,585 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-21-026952 · doc4.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Indirect · PACIFIC PREMIER TRUST OBO JOSEPH P. HAGAN IRA Disclosed balance after: 0 Underlying: Common Stock · 7,585 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: The shares of Class A-2 Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder into shares of Common Stock without payment of further consideration. Each share of Class A-2 Convertible Preferred Stock converts into 10 shares of Common Stock. F1 · derivative.exercise_date: The shares of Class A-2 Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder into shares of Common Stock without payment of further consideration. Each share of Class A-2 Convertible Preferred Stock converts into 10 shares of Common Stock. F1 · derivative.expiration_date: The shares of Class A-2 Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder into shares of Common Stock without payment of further consideration. Each share of Class A-2 Convertible Preferred Stock converts into 10 shares of Common Stock. Read SEC document |
| April 14, 2021 Filed Apr 16, 2021 16:12 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | ConversionCommon Stock | 75,850 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001209191-21-026952 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 320,478 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · price: The shares of Class A-2 Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder into shares of Common Stock without payment of further consideration. Each share of Class A-2 Convertible Preferred Stock converts into 10 shares of Common Stock. Read SEC document |
| February 16, 2021 Filed Feb 17, 2021 17:23 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 4,144 | $1.72 | $7,127.68 |
DisclosureSEC source: 0001209191-21-011377 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 485,756 F1 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person on 11/12/2018. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. Read SEC document |
| February 16, 2021 Filed Apr 16, 2021 16:11 UTC Amendment | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 4,144 | $1.72 | $7,127.68 |
DisclosureSEC source: 0001209191-21-026951 · doc4a.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 244,628 F1 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person on 11/12/2018. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. F2 · balance_after: This Form 4 is being amended to correct the number of securities beneficially owned following the reported transaction. Read SEC document |
| February 04, 2021 Filed Feb 5, 2021 17:01 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantStock Option (Right to Buy) · Derivative | 600,000 | $0.00 Strike: $1.59 | $0.00 |
DisclosureSEC source: 0001209191-21-008170 · doc4.xml · derivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 600,000 Underlying: Common Stock · 600,000 shares Expires 2031-02-04 F1 · derivative.exercise_date: The stock option commenced vesting on January 1, 2021 and will vest ratably on a monthly basis over a 48 month period subject to the reporting person's continuous service to Regulus through each such vesting date. Read SEC document |
| December 04, 2020 Filed Dec 7, 2020 16:22 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantCommon Stock Purchase Warrant (Right to Buy) · Derivative | 29,760 | $0.13 Strike: $0.75 | $3,720.00 |
DisclosureSEC source: 0001209191-20-061940 · doc4.xml · derivative · entry 2 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Indirect · Securities purchased through an affiliated investment entity Disclosed balance after: 29,760 Underlying: Common Stock · 29,760 shares Expires 2025-12-04 Read SEC document |
| December 04, 2020 Filed Dec 7, 2020 16:22 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | GrantCommon Stock | 39,680 | $0.63 | $25,002.37 |
DisclosureSEC source: 0001209191-20-061940 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Indirect · Securities purchased through an affiliated investment entity Disclosed balance after: 225,674 Read SEC document |
| November 16, 2020 Filed Nov 18, 2020 16:09 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 6,094 | $0.52 | $3,175.58 |
DisclosureSEC source: 0001209191-20-059050 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 215,994 F1 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person on 11/12/2018. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. Read SEC document |
| August 14, 2020 Filed Aug 17, 2020 20:22 UTC | Regulus Therapeutics Inc. RGLS · Entity 78034 | SaleCommon Stock | 4,245 | $0.60 | $2,567.80 |
DisclosureSEC source: 0001209191-20-047033 · doc4.xml · nonDerivative · entry 1 Hagan Joseph P · CIK 0001465278 · Director · President and CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 222,088 F1 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) received by the Reporting Person on 11/12/2018. These sales are made pursuant to an existing 10b5-1 plan under which the Reporting Person has irrevocably elected to satisfy the tax obligations through this sale and do not represent discretionary trades by the Reporting Person. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.