OptiNose, Inc.: management transactions · United States · SEC (Form 4)

About OptiNose, Inc.

OptiNose, Inc. is a U.S.-based specialty pharmaceutical company that built its business around patients treated by ENT and allergy specialists. Incorporated in Delaware in May 2010, the company developed around a proprietary drug-delivery platform, the Exhalation Delivery System (EDS), designed to deliver therapies into the nasal cavity in a way that supports local treatment. OptiNose’s principal operating base has been in Yardley, Pennsylvania, with an additional facility in Ewing, New Jersey. Its common shares were listed on the Nasdaq Global Select Market under the ticker OPTN prior to the completion of the announced transaction with Paratek Pharmaceuticals. ([sec.gov](https://www.sec.gov/Archives/edgar/data/1494650/000149465018000025/R9.htm?utm_source=openai)) The company’s core commercial asset was XHANCE (fluticasone propionate), a steroid nasal spray delivered through the EDS platform. XHANCE received FDA approval in September 2017 for nasal polyps and became broadly available through U.S. commercial channels in April 2018. In January 2023, the label wording was updated to align with current FDA terminology for chronic rhinosinusitis with nasal polyps. In practical terms, XHANCE was the company’s main revenue engine and the key driver of OptiNose’s valuation, making the business highly concentrated but also highly visible within a focused ENT niche. ([sec.gov](https://www.sec.gov/Archives/edgar/data/1494650/000149465024000018/optn-20231231.htm?utm_source=openai)) From a competitive standpoint, OptiNose occupied a specialized position in chronic rhinosinusitis and related ENT indications. Its differentiation came less from scale and more from its delivery technology and the clinical utility of its flagship product. The company competed against larger pharmaceutical and specialty pharmaceutical groups, as well as other treatment options used by physicians in practice. That said, the model also carried clear risks typical of single-product biopharma companies: product concentration, dependence on reimbursement and physician adoption, financing needs, and sensitivity to debt covenant constraints. ([sec.gov](https://www.sec.gov/Archives/edgar/data/1494650/000149465025000064/optn-20241231.htm?utm_source=openai)) The most important recent development was the March 19, 2025 merger agreement under which Paratek Pharmaceuticals agreed to acquire OptiNose and its approved product XHANCE. SEC filings and company communications indicate consideration of $9.00 per share in cash plus potential contingent value rights linked to U.S. XHANCE sales milestones. OptiNose also reported fourth-quarter and full-year 2024 results showing XHANCE net revenue of $22.4 million for Q4 2024 and $78.2 million for full-year 2024. For investors, OptiNose is best viewed as a U.S. Nasdaq-listed specialty pharma asset that transitioned from standalone commercialization toward sector consolidation through a strategic acquisition. ([sec.gov](https://www.sec.gov/Archives/edgar/data/1494650/000149465025000047/ex-991pressrelease.htm?utm_source=openai))