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Filing Details

Accession Number:: 0001415889-25-015470
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-06-03 18:34:39
Reporting Period:: 2025-05-29

Filing Date:: 2025-06-03
Accepted Time:: 2025-06-03 18:34:39
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1651407	Checkpoint Therapeutics Inc.	CKPT	Pharmaceutical Preparations (2834)	DE

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1429260	Fortress Biotech, Inc.	1111 Kane Concourse Suite 301 Bay Harbor Islands FL 33154		No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.0001	Disposition	2025-05-29	100,000	$1.29	6,122,249	No	4	S	Direct
Common Stock, Par Value $0.0001	Disposition	2025-05-30	6,122,249	$4.10	0	No	4	D	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	D	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	CLASS A COMMON STOCK, PAR VALUE $0.0001	Disposition	2025-05-30	700,000	$0.00	700,000	$4.10

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	D	Direct

Footnotes

On July 15, 2015, pursuant to the Fortress Biotech, Inc. Long Term Incentive Plan, the Reporting Person issued warrants to purchase 500,000 shares of Issuer common stock (out of the Reporting Person's holdings in the Issuer) to each of Lindsay A. Rosenwald and Michael S. Weiss (collectively, the "Warrants"). Following a December 2022 reverse stock split by the Issuer, the Warrants became exercisable into 100,000 shares of Issuer common stock in the aggregate, with an exercise price of $1.29 per share. Dr. Rosenwald and Mr. Weiss exercised the Warrants on May 29, 2025.
On March 9, 2025, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among the Issuer, Sun Pharmaceutical Industries, Inc., a Delaware corporation ("Parent"), and Snoopy Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"). On May 30, 2025 (the "Closing Date"), Merger Sub merged with and into the Issuer pursuant to the Merger Agreement, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). As a result of the Merger, each issued and outstanding share of Common Stock and Class A Common Stock that was previously held by the Reporting Person was automatically canceled and ceased to exist and was converted into the right to receive: (i) $4.10 in cash, without interest, and (ii) one non-tradable contingent value right (a "CVR"), which represents the right to receive a contingent cash payment of up to $0.70 upon the achievement of a specified milestone.
Each share of Class A Common Stock had no expiration date and was convertible at any time at the option of Reporting Person into one share of the Issuer's Common Stock.