Rubin Marc 4
4 · CURIS INC · Filed Mar 18, 2026
Research Summary
AI-generated summary of this filing
Curis (CRIS) Director Marc Rubin Receives Preferred Shares and Warrants
What Happened Marc Rubin, a director of Curis, reported the acquisition on 2026-03-17 of 20 Securities (each Security = 1 share of Series B Convertible Non‑Redeemable Preferred Stock plus a Series A, Series B and Series C warrant). The Securities were sold at $1,000 each, so the purchase price was $20,000 in aggregate. The filing lists the preferred share component (20 shares) and the three warrant components (each reported as rights to 26,667 common‑share equivalents), all reported as award/acquisition (code A) derivative transactions rather than open‑market common‑stock purchases.
Key Details
- Transaction date: March 17, 2026; Form 4 filed March 18, 2026 (timely).
- Price paid: $1,000 per Security; total paid = $20,000 (20 Securities).
- Reported items:
- 20 shares of Series B Preferred (converts to common)
- Series A warrants: rights to ~26,667 common shares (20 × 1,333.33)
- Series B warrants: rights to ~26,667 common shares
- Series C warrants: rights to ~26,667 common shares
- Common‑share equivalents: each Series B Preferred converts into 1,333.33 common shares on March 20, 2026; the 20 preferred shares therefore correspond to ~26,667 common shares, and each warrant class likewise covers ~26,667 shares — total potential underlying common ≈ 106,668 shares (subject to rounding and limitations).
- Notable warrant/convertibility terms:
- Series B Preferred automatically converts into common at 5 p.m. ET on March 20, 2026 (no additional consideration), subject to the Certificate of Designations and Beneficial Ownership Limits.
- Series A and Series C warrants became immediately exercisable upon stockholder approval and the certificate amendment on March 17, 2026.
- Series B warrants are immediately exercisable but include a termination/price‑reset provision tied to a clinical‑trial dosing milestone and the common share closing price (see filing).
- Shares owned after the transaction are not provided in the excerpt.
Context
- These are derivative/security acquisitions (preferred + warrants), not purchases of common stock. The preferred will convert automatically to common on March 20, 2026 (subject to limits), and the warrants give future rights to purchase common shares — they are not exercises or sales in this filing.
- The filing is informational and does not necessarily indicate the insider’s view of the stock; it documents the acquisition terms and timing.
Insider Transaction Report
Form 4
CURIS INCCRIS
Rubin Marc
Director
Transactions
- Award
Series B Convertible Preferred Stock
[F1][F2]2026-03-17+20→ 20 total→ Common Stock (26,667 underlying) - Award
Series A Warrant (right to buy)
[F2][F3]2026-03-17+26,667→ 26,667 totalExercise: $0.75Exp: 2031-01-08→ Common Stock (26,667 underlying) - Award
Series B Warrant (right to buy)
[F4][F2]2026-03-17+26,667→ 26,667 totalExercise: $0.75→ Common Stock (26,667 underlying) - Award
Series C Warrant (right to buy)
[F2][F5]2026-03-17+26,667→ 26,667 totalExercise: $0.75Exp: 2027-07-08→ Common Stock (26,667 underlying)
Footnotes (5)
- [F1]Each share of Series B Convertible Non-Redeemable Preferred Stock ("Series B Preferred Stock") automatically converts into 1,333.33 shares of Common Stock for no additional consideration at 5 p.m. Eastern Time on March 20, 2026, subject to the terms of the Certificate of Designations, Preferences and Rights of Series B Convertible Non-Redeemable Preferred Stock of Curis, Inc. (the "Certificate of Designations") and subject to the applicable Beneficial Ownership Limitations (as defined in the Certificate of Designations).
- [F2]Each share of Series B Preferred Stock was sold together with a Series A Warrant to purchase 1,333.33 shares of Common Stock, a Series B Warrant to purchase 1,333.33 shares of Common Stock and a Series C Warrant to purchase 1,333.33 shares of Common Stock (collectively, a "Security"). The Securities were sold at a purchase price of $1,000.00 per Security to the Reporting Person.
- [F3]Each Series A Warrant became immediately exercisable following the receipt of Requisite Stockholder Approval and the Certificate of Amendment Filing (each as defined in the Series A Warrant) on March 17, 2026.
- [F4]The Series B Warrants became immediately exercisable following the receipt of Requisite Stockholder Approval and the Certificate of Amendment Filing (each as defined in the Series B Warrant) and will terminate upon the 30th calendar day following date on which the Company publicly announces that the fifth patient has been dosed in the Company's Phase 2 clinical trial of emavusertib in combination with an approved Bruton Tyrosine Kinase Inhibitor in chronic lymphocytic leukemia ("Initial Termination Date"). If the closing sale price of the Company's Common Stock at the Initial Termination Date is below $0.75 (the "Exercise Price"), such Exercise Price will be reset to the closing sale price of the Company's Common Stock on the Initial Termination Date (provided that the Exercise Price will not be reduced to less than 50% of the initial Exercise Price) and the Initial Termination Date will be extended an additional 30 days.
- [F5]The Series C Warrants became immediately exercisable following the receipt of Requisite Stockholder Approval and the Certificate of Amendment Filing on March 17, 2026.
Signature
/s/ Diantha Duvall, Attorney-in-fact|2026-03-18