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Wagner Paul A.'s Form 4 filing

Forte Biosciences, Inc. (FBRX) · filed Aug 27, 2026

Accession no.
0001612842-26-000011
Filed
Aug 27, 2026, 4:28 PM ET
Trade date
Aug 27, 2026
Filing delay
Same day
Rule 10b5-1 plan
Not checked

This filing lists 1 non-derivative transaction and 10 derivative transactions. It was filed on the trade date.

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.

Reporting owners on this filing
OwnerRelationship to the company
Wagner Paul A.CIK 0001612842Director, Officer (SEE REMARKS)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Aug 27, 2026Common StockULess common codeDisposed−85,482–F1–0Direct

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.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Aug 27, 2026Common StockDReturned to the companyDisposed−16,866–F2–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−5,400–F2–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−11,999–F2–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−44,000–F2–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−920,000–F2–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−270,000–F2–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−500,000–F2–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−2,500–F4–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−180,000–F4–0Direct
Aug 27, 2026Common StockDReturned to the companyDisposed−3,511–F4–0Direct

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

Pursuant to the Agreement and Plan of Merger, dated July 26, 2026 (the "Merger Agreement"), by and among Forte Biosciences, Inc. ("Company"), argenx BV ("Parent"), and Avena Merger Sub Inc., a wholly owned subsidiary of Parent ("Purchaser"), the shares of common stock of Company that were tendered to Purchaser prior to the expiration time of the offer were exchanged for $77.00 per share ("Merger Consideration"), net to the seller in cash, without interest, subject to any required withholding tax. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Purchaser merged with and into Company (the "Merger"), with Company surviving the Merger as a wholly owned subsidiary of Parent.

Referenced by the price of 1 transaction in Table I.

F2

Pursuant to the Merger Agreement, each unexercised and outstanding option to purchase shares of Common Stock (a "Company Option"), whether or not vested, and which had a per share exercise price that was less than the Merger Consideration, was canceled and converted into the right of the holder to receive (i) (subject to any applicable withholding taxes) a lump-sum cash payment equal to (x) the excess (if any) of (a) the Merger Consideration over (b) the per share exercise price subject to such Company Option, multiplied by (y) the total number of shares subject to such Company Option immediately prior to the effective time of the Merger. At the effective time of the Merger, each Company Option that is then outstanding and unexercised, whether or not vested and which has a per share exercise price that is equal to or greater than the Merger Consideration, shall be cancelled with no consideration payable therefor.

Referenced by the price of 7 transactions in Table II.

F4

Pursuant to the Merger Agreement, each outstanding restricted stock unit (a "Company RSU"), whether or not vested, was canceled and converted into the right of the holder to receive (i) (subject to any applicable withholding taxes) a lump-sum cash payment equal to (x) the Merger Consideration, multiplied by (y) the total number of shares subject to such Company RSU immediately prior to the effective time of the Merger.

Referenced by the price of 3 transactions in Table II.

Remarks

CEO, Secretary and Chair of the Board

Read the full filing on SEC EDGAR (opens in a new tab)