0001533228-26-000004.txt : 20260423
0001533228-26-000004.hdr.sgml : 20260423
20260423163433
ACCESSION NUMBER: 0001533228-26-000004
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20260423
FILED AS OF DATE: 20260423
DATE AS OF CHANGE: 20260423
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Garland J. Scott
CENTRAL INDEX KEY: 0001533228
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40431
FILM NUMBER: 26889178
MAIL ADDRESS:
STREET 1: 210 EAST GRAND AVE.
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Day One Biopharmaceuticals, Inc.
CENTRAL INDEX KEY: 0001845337
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
ORGANIZATION NAME: 03 Life Sciences
EIN: 832415215
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1800 SIERRA POINT PARKWAY, SUITE 200
CITY: BRISBANE
STATE: CA
ZIP: 94005
BUSINESS PHONE: 650 484-0899
MAIL ADDRESS:
STREET 1: 1800 SIERRA POINT PARKWAY, SUITE 200
CITY: BRISBANE
STATE: CA
ZIP: 94005
FORMER COMPANY:
FORMER CONFORMED NAME: Day One Biopharmaceuticals Holding Co LLC
DATE OF NAME CHANGE: 20210209
4
1
form4-04232026_080429.xml
X0609
4
2026-04-23
1
0001845337
Day One Biopharmaceuticals, Inc.
DAWN
0001533228
Garland J. Scott
false
1800 SIERRA POINT PARKWAY, SUITE 200
BRISBANE
CA
94005
true
false
false
false
0
Stock Option (right to buy Common Stock)
8.99
2026-04-23
4
D
0
48072
D
2031-08-15
Common Stock
48072
0
D
Stock Option (right to buy Common Stock)
8.99
2026-04-23
4
D
0
28700
D
2032-06-20
Common Stock
28700
0
D
Stock Option (right to buy Common Stock)
8.99
2026-04-23
4
D
0
37500
D
2033-06-21
Common Stock
37500
0
D
Stock Option (right to buy Common Stock)
8.99
2026-04-23
4
D
0
32335
D
2034-05-22
Common Stock
32335
0
D
Stock Option (right to buy Common Stock)
7.01
2026-04-23
4
D
0
22500
D
2035-06-01
Common Stock
22500
0
D
Restricted Stock Unit (RSU)
2026-04-23
4
D
0
15000
D
Common Stock
15000
0
D
The options are fully vested.
On March 6, 2026, Servier Pharmaceuticals LLC, a Delaware limited liability company ("Parent"), Servier Detroit Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Day One Biopharmaceuticals, Inc., a Delaware corporation (the "Company"), and Servier S.A.S., a French societe par actions simplifiee, solely as a guarantor, entered into an Agreement and Plan of Merger (the "Merger Agreement"). Pursuant to the Merger Agreement, the Merger Sub merged with and into the Company (such merger and the other transactions contemplated by the Merger Agreement, the "Merger") with the Company surviving the Merger as a wholly owned subsidiary of the Parent.
Upon the closing of the Merger on April 23, 2026, each issued and outstanding share of the Company's Common Stock, par value $0.0001 per share, was either (x) purchased for $21.50 per share (the "Offer Price"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement, or (y) automatically converted into the right to receive the Offer Price (the "Merger Consideration"), net to the seller in cash, without interest, and subject to applicable withholding taxes, on the terms and conditions set forth in the Merger Agreement.
Immediately prior to the effective time of the Merger, all outstanding unvested stock options and unvested restricted stock units became fully vested. At the effective time of the Merger, each stock option and restricted stock unit was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration (or, in the case of stock options, the difference between the Merger Consideration and the applicable per share exercise price), less any applicable withholding taxes.
The option vests as to 1/12th of the total grant on each monthly anniversary, beginning on July 2, 2025, subject to the Reporting Person's provision of service to the Issuer on each option vesting date.
Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration.
The RSUs will vest as to 100% of the award on the earlier of (i) June 2, 2026 and (ii) the date of the Issuer's 2026 annual meeting of stockholders (in each case, the "RSU Vesting Date"), subject to the Reporting Person's provision of services to the Issuer on each RSU Vesting Date. Shares of the Issuer's Common Stock will be delivered to the Reporting Person following vesting.
RSUs do not expire; they either vest or are canceled prior to the RSU Vesting Date.
/s/ Charles N. York II, as Attorney-in-Fact
2026-04-23