Apellis Director Sinclair Exits for $41 Cash Plus CVR

**Apellis director Dunlop A. Sinclair sold all his shares and options for $41 cash plus a contingent value right as the Biogen merger closed.

The deal, finalized May 14 2026, makes Apellis a wholly owned subsidiary of Biogen.

Context Biogen agreed to acquire Apellis Pharmaceuticals through a tender offer that expired earlier this month. Shareholders who tendered before the deadline received $41 in cash per share plus one CVR, which could pay up to an additional $4 if certain milestones are met. The company cashed out vested stock options with exercise prices below $41 for the spread to $41 plus a CVR; options priced at $45 or higher received nothing.

Key Facts Director Dunlop A. Sinclair disposed of 161,567 common shares and multiple option grants totaling over 100,000 shares, all under the $41 cash plus CVR terms. After the tender offer, Apellis merged with Biogen’s subsidiary Aspen Purchaser Sub, Inc., and the combined entity began operating as a Biogen subsidiary on May 14 2026. The CVR remains non‑transferable and entitles holders to future cash payments contingent on predefined milestones.

What It Means With Sinclair’s exit, Apellis no longer reports insider equity holdings, reflecting the completed ownership transition. Investors should watch for milestone announcements that could trigger the additional CVR payouts and for Biogen’s integration plans for Apellis’s pipeline, particularly its complement‑inhibitor programs. The next development to monitor is whether the CVR milestones are met, which would determine any extra cash per share.