Fortress Biotech, Inc.'s Form 4 filing
Checkpoint Therapeutics, Inc. (CKPT) · filed Jun 3, 2025
- Accession no.
- 0001415889-25-015470
- Filed
- Jun 3, 2025
- Trade date
- May 29-30, 2025
- Filing delay
- 5 daysLate
- Rule 10b5-1 plan
- Not checked
This filing lists 2 non-derivative transactions and 1 derivative transaction. Open-market sales total $129.0K. It was filed 5 days after the trade, past the 2-business-day deadline.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Fortress Biotech, Inc.CIK 0001429260 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 29, 2025 | COMMON STOCK, PAR VALUE $0.0001 | SSaleDisposed | −100,000 | $1.29F1 | −$129,000 | 6,122,249 | Direct | |
| May 30, 2025 | COMMON STOCK, PAR VALUE $0.0001 | DReturned to the companyDisposed | −6,122,249 | $4.10F2 | −$25,101,220.9 | 0 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 30, 2025 | Common Stock | DReturned to the companyDisposed | −700,000 | $0.00 | $0 | 0 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On July 15, 2015, pursuant to the Fortress Biotech, Inc. Long Term Incentive Plan, the Reporting Person issued warrants to purchase 500,000 shares of Issuer common stock (out of the Reporting Person's holdings in the Issuer) to each of Lindsay A. Rosenwald and Michael S. Weiss (collectively, the "Warrants"). Following a December 2022 reverse stock split by the Issuer, the Warrants became exercisable into 100,000 shares of Issuer common stock in the aggregate, with an exercise price of $1.29 per share. Dr. Rosenwald and Mr. Weiss exercised the Warrants on May 29, 2025.
Referenced by the price of 1 transaction in Table I.
- F2
On March 9, 2025, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among the Issuer, Sun Pharmaceutical Industries, Inc., a Delaware corporation ("Parent"), and Snoopy Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"). On May 30, 2025 (the "Closing Date"), Merger Sub merged with and into the Issuer pursuant to the Merger Agreement, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). As a result of the Merger, each issued and outstanding share of Common Stock and Class A Common Stock that was previously held by the Reporting Person was automatically canceled and ceased to exist and was converted into the right to receive: (i) $4.10 in cash, without interest, and (ii) one non-tradable contingent value right (a "CVR"), which represents the right to receive a contingent cash payment of up to $0.70 upon the achievement of a specified milestone.
Referenced by the price of 1 transaction in Table I.