Form 4: Y-mAbs Director Sells Shares in Merger

Y-mAbs Therapeutics Director Ashu Tyagi reported the disposition of common stock and cancellation of restricted stock units and stock options following the company's acquisition.

Summary

• Ashu Tyagi, a Director of Y-mAbs Therapeutics, Inc. (YMAB), reported changes in beneficial ownership following the company's merger.
• On September 16, 2025, Yosemite Merger Sub, Inc. completed a tender offer for Y-mAbs shares and subsequently merged with Y-mAbs, making it an indirect wholly owned subsidiary of Perseus BidCo US, Inc. and Stark International Lux.
• Tyagi disposed of 5,825 shares of common stock at a price of $8.60 per share in cash.
• 25,080 restricted stock units (RSUs) held by Tyagi were cancelled and converted into the right to receive cash equal to the total number of shares issuable multiplied by the merger consideration.
• Multiple employee stock options with various exercise prices were cancelled and converted into the right to receive cash, calculated as the product of the number of shares subject to the option and the excess of the merger consideration ($8.60) over the option's exercise price.
• Options with an exercise price equal to or exceeding the merger consideration were cancelled for no consideration.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While it reports the cessation of public trading for YMAB, the insider received cash for their holdings, which is a positive outcome for the individual. The transaction itself is a factual report of a completed corporate action.

Positives

• The reporting person, Ashu Tyagi, received cash consideration for his common stock, restricted stock units, and in-the-money stock options, providing liquidity.
• The completion of the merger provides a definitive cash value for Y-mAbs shareholders at $8.60 per share.

Negatives

• The reporting person's stock options with an exercise price equal to or exceeding the $8.60 merger consideration were cancelled for no value, indicating a loss of potential future value for those specific options.
• The reporting person no longer holds equity in Y-mAbs Therapeutics, Inc., losing potential future upside from the company's performance as a standalone entity.

Future Outlook

This Form 4 reports a completed transaction and does not contain any forward-looking statements or guidance regarding Y-mAbs Therapeutics, Inc.'s future operations, as it is now an indirect wholly owned subsidiary.

Industry Context

The acquisition of Y-mAbs Therapeutics, Inc. by Perseus BidCo US, Inc. and Stark International Lux reflects ongoing consolidation and M&A activity within the biotechnology and pharmaceutical sectors, where companies are often acquired for their pipeline assets or specialized technologies.

Stakeholder Impact

• Shareholders of Y-mAbs Therapeutics, Inc. received $8.60 per share in cash for their common stock, concluding their investment in the publicly traded entity.
• Employees holding restricted stock units and stock options, including the reporting person, had their equity awards converted into cash based on the merger consideration, providing immediate liquidity for vested and unvested awards.

Key Dates

Keywords

Y-mAbs Therapeutics, YMAB, Merger, Tender Offer, Insider Transaction, Form 4, Ashu Tyagi, Stock Options, Restricted Stock Units, Equity Incentive Plan