Timothy M. Mayleben - 07 Feb 2025 Form 4 Insider Report for MARINUS PHARMACEUTICALS, INC.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
11 Feb 2025, 09:14:42 UTC
Prior SEC filing
15 Oct 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Debra A. Mohollen, Attorney-in-Fact

Key filing fact

Timothy M. Mayleben filed Form 4 for MARINUS PHARMACEUTICALS, INC. on 11 Feb 2025.

Key facts

  • This page summarizes Timothy M. Mayleben's Form 4 filing for MARINUS PHARMACEUTICALS, INC..
  • 16 reported transactions and 11 derivative rows are listed below.
  • Accepted by SEC: 11 Feb 2025, 09:14.

Change

  • Previous filing in this sequence was filed on 15 Oct 2024.
  • Current net transaction value: -$11,471.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

MRNS transaction

Common Stock

Disposed to Issuer

Transaction value
$2,530
Shares
-4,600
Change %
-67%
Price
$0.5500
Shares after
2,300
Date
07 Feb 2025
Ownership
Direct
Footnotes
F1
MRNS transaction

Common Stock

Disposed to Issuer

Transaction value
$5,850
Shares
-10,637
Change %
-100%
Price
$0.5500
Shares after
0
Date
07 Feb 2025
Ownership
By Trust
Footnotes
F1, F2
MRNS transaction

Common Stock

Disposed to Issuer

Transaction value
$913
Shares
-1,660
Change %
-100%
Price
$0.5500
Shares after
0
Date
07 Feb 2025
Ownership
By Trust
Footnotes
F1, F3
MRNS transaction

Common Stock

Disposed to Issuer

Transaction value
$913
Shares
-1,660
Change %
-100%
Price
$0.5500
Shares after
0
Date
07 Feb 2025
Ownership
By Trust
Footnotes
F1, F4
MRNS transaction

Common Stock

Disposed to Issuer

Transaction value
$1,265
Shares
-2,300
Change %
-100%
Price
$0.5500
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Footnotes
F1, F5

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-10,450
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
10,450
Exercise price
$1.40
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-20,900
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
20,900
Exercise price
$9.74
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-16,200
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
16,200
Exercise price
$5.94
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-12,375
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
12,375
Exercise price
$10.40
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-16,500
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
16,500
Exercise price
$12.60
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-25,000
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
25,000
Exercise price
$8.28
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-8,750
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
8,750
Exercise price
$15.84
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-8,750
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
8,750
Exercise price
$24.76
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-2,625
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
2,625
Exercise price
$4.84
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-1,925
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
1,925
Exercise price
$6.00
Footnotes
F6
MRNS transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-1,575
Change %
-100%
Price
$0.000000
Shares after
0
Date
11 Feb 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
1,575
Exercise price
$57.20
Footnotes
F6
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Timothy M. Mayleben is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 6 footnotes

Footnote F1

On December 29, 2024, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Immedica Pharma AB, a corporation organized and existing under the laws of Sweden ("Parent"), and Matador Subsidiary, Inc. a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of the Issuer's common stock (the "Common Stock") held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $0.55 per share (the "Offer Price") in cash.

Footnote F2

Represents shares of Common Stock held by the Timothy M. Mayleben Revocable Trust U/A/D 9/16/16, of which the Reporting Person is the sole trustee.

Footnote F3

The Reporting Person is trustee of the Ellery A. Mayleben 2017 Trust, and a member of his immediate family is the sole beneficiary of the trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Footnote F4

The Reporting Person is trustee of the Kasey D. Evans 2017 Trust, and a member of his immediate family is the sole beneficiary of the trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Footnote F5

Represents 2,300 shares underlying Restricted Stock Units (the "RSUs"). Pursuant to the terms of the Merger Agreement, at the effective time of the merger (the "Effective Time"), each outstanding RSU was terminated in exchange for a lump sum cash payment equal to (i) the Offer Price multiplied by (ii) the number of shares of Common Stock underlying the RSU.

Footnote F6

Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding out-of-the-money stock option (i.e., a stock option that has an exercise price per share that is greater than the Offer Price) was terminated and the Reporting Person was not entitled to any payment in respect thereof.

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