05/06/2026 | Press release | Distributed by Public on 05/06/2026 18:01
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee stock option (right to buy) | $22.4 | 05/04/2026 | M | 20,000 | (5) | 01/31/2033 | Common Stock | 20,000 | $ 0 | 34,500 | D | ||||
| Performance-based restricted stock units | (6) | 05/04/2026 | A(2) | 8,500 | (2) | (2) | Common Stock | 8,500 | $ 0 | 8,500 | D | ||||
| Performance-based restricted stock units | (6) | 05/04/2026 | M(2) | 4,250 | (2) | (2) | Common Stock | 4,250 | $ 0 | 4,250 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Inrig Jula C/O TRAVERE THERAPEUTICS, INC. 3611 VALLEY CENTRE DRIVE, SUITE 300 SAN DIEGO, CA 92130 |
CHIEF MEDICAL OFFICER | |||
| /s/ Elizabeth E. Reed, Attorney-in-Fact | 05/06/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | This sale was made pursuant to a written plan adopted on May 28, 2025, meeting the requirements of Rule 10b5-1(c) of the Securities Exchange Act of 1934, as amended. |
| (2) | On January 31, 2024, the Reporting Person was granted performance restricted stock units (PSUs) covering 8,500 shares of the Issuer's common stock, to vest upon the satisfaction of certain performance criteria. If any such milestone is achieved on a pre-specified accelerated timeline, up to 50% additional shares attributable to such milestone achievement could vest under these PSU grants, with such additional potential shares to vest at a later date in furtherance of retention objectives. On May 4, 2026, 50% of the PSUs vested upon the Issuer's confirmation following the release of its financial results for the quarter ended March 31, 2026 that a performance criterion related to cumulative FILSPARI net revenue had been achieved, and contingent on continuous service by the Reporting Person, on January 31, 2027 an additional 25% of such PSUs will vest due to the timing of the achievement of such cumulative FILSPARI net revenue performance criterion. |
| (3) | Represents the number of shares required to be sold by the Reporting Person to cover the tax withholding obligation in connection with the settlement of vested performance restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the Reporting Person to fund this tax withholding obligation by completing a "sell to cover" transaction with a brokerage firm designated by the Issuer. This sale does not represent a discretionary trade by the Reporting Person. |
| (4) | This sale was made pursuant to a written plan adopted on May 28, 2025, meeting the requirements of Rule 10b5-1(c) of the Securities Exchange Act of 1934, as amended, and includes the sale of shares to cover the tax obligation that occurred upon the vesting of performance restricted stock units. |
| (5) | One-fourth of the shares subject to the stock option vested and become exercisable on January 31, 2024, and the remaining shares vest in 36 equal monthly installments thereafter. |
| (6) | Each PSU represents a contingent right to receive one share of the Issuer's common stock at target, subject to adjustment based on the achievement of applicable performance conditions. |