0001628280-26-059884.txt : 20260901 0001628280-26-059884.hdr.sgml : 20260901 20260901165438 ACCESSION NUMBER: 0001628280-26-059884 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20260901 FILED AS OF DATE: 20260901 DATE AS OF CHANGE: 20260901 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Betz Stephen F. CENTRAL INDEX KEY: 0001886575 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38583 FILM NUMBER: 261351572 MAIL ADDRESS: STREET 1: CRINETICS PHARMACEUTICALS, INC. STREET 2: 6055 LUSK BOULEVARD CITY: SAN DIEGO STATE: CA ZIP: 92121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Crinetics Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001658247 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences EIN: 263744114 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6055 LUSK BLVD. CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 858-450-6464 MAIL ADDRESS: STREET 1: 6055 LUSK BLVD. CITY: SAN DIEGO STATE: CA ZIP: 92121 4 1 wk-form4_1788296075.xml FORM 4 X0609 4 2026-09-01 1 0001658247 Crinetics Pharmaceuticals, Inc. CRNX 0001886575 Betz Stephen F. false C/O CRINETICS PHARMACEUTICALS, INC. 6055 LUSK BOULEVARD SAN DIEGO CA 92121 0 1 0 0 Chief Scientific Officer 0 Common Stock 2026-09-01 4 D 0 58286 85 D 79650 D Common Stock 2026-09-01 4 D 0 79650 85 D 0 D Stock Option (Right to Buy) 1.91 2026-09-01 4 D 0 90514 83.09 D 2028-03-16 Common Stock 90514 0 D Stock Option (Right to Buy) 9.28 2026-09-01 4 D 0 74540 75.72 D 2028-05-24 Common Stock 74540 0 D Stock Option (Right to Buy) 25.19 2026-09-01 4 D 0 56250 59.81 D 2029-03-08 Common Stock 56250 0 D Stock Option (Right to Buy) 22.61 2026-09-01 4 D 0 60000 62.39 D 2030-02-24 Common Stock 60000 0 D Stock Option (Right to Buy) 15.29 2026-09-01 4 D 0 85000 69.71 D 2031-02-26 Common Stock 85000 0 D Stock Option (Right to Buy) 23.19 2026-09-01 4 D 0 15000 61.81 D 2031-09-10 Common Stock 15000 0 D Stock Option (Right to Buy) 20.02 2026-09-01 4 D 0 77000 64.98 D 2032-02-29 Common Stock 77000 0 D Stock Option (Right to Buy) 19.64 2026-09-01 4 D 0 110000 65.36 D 2033-02-28 Common Stock 110000 0 D Stock Option (Right to Buy) 43.51 2026-09-01 4 D 0 87000 41.49 D 2034-03-03 Common Stock 87000 0 D Stock Option (Right to Buy) 36.86 2026-09-01 4 D 0 65000 48.14 D 2035-02-19 Common Stock 65000 0 D Stock Option (Right to Buy) 43.79 2026-09-01 4 D 0 47000 41.21 D 2036-02-23 Common Stock 47000 0 D Includes 835 shares acquired under the Issuer's Employee Stock Purchase Plan. Pursuant to the Agreement and Plan of Merger, dated as of July 6, 2026 (the "Merger Agreement"), by and among Crinetics Pharmaceuticals, Inc., a Delaware corporation (the "Company"), Vertex Pharmaceuticals Incorporated, a Massachusetts corporation ("Parent"), and Clark Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the "Merger"), effective as of September 1, 2026 (the "Effective Time"). At the Effective Time, each share of common stock of the Company, par value $0.001 per share (the "Company Common Stock"), issued and outstanding immediately prior to the Effective Time, except as provided in the Merger Agreement, was canceled and automatically converted into the right to receive $85.00 per share in cash, without interest and subject to any applicable tax withholdings (the "Merger Consideration"). The transaction reported on this line reflects the cancellation in the Merger of restricted stock units of the Company (each, a "Company RSU"), each of which represented a contingent right to receive one share of the Issuer's Common Stock. Immediately prior to the Effective Time, each Company RSU that was then outstanding but not vested became immediately vested in full. At the Effective Time, each outstanding Company RSU was canceled and converted into the right to receive an amount in cash equal to the Merger Consideration, less any applicable tax withholding. The transaction reported on this line reflects the cancellation in the Merger of options to purchase shares of Company Common Stock (each, a "Company Stock Option"). Immediately prior to the Effective Time, each Company Stock Option that was then outstanding but not vested became immediately vested in full. At the Effective Time, (i) each outstanding Company Stock Option having a per share exercise price less than the Merger Consideration was canceled and converted into the right to receive an amount in cash equal to the difference between the Merger Consideration and the applicable per share exercise price, less any applicable tax withholding, and (ii) any Company Stock Option having a per share exercise price equal to or greater than the Merger Consideration was canceled for no consideration. The transaction reported on this line reflects the cancellation in the Merger of Company Stock Options having a per share exercise price less than the Merger Consideration and the price reported in Column 8 represents the difference between the Merger Consideration and the applicable per share exercise price of the Company Stock Options. /s/ Tobin Schilke, as attorney-in-fact 2026-09-01