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Iambic Therapeutics CEO reports 1.28M common shares

The chief executive officer’s reported position includes option rights and PSUs tied to specified milestones; the PSUs’ liquidity-event condition was satisfied.

(Moderate)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
3

Rhea-AI Filing Summary

Iambic Therapeutics, Inc. (IAM) reports direct holdings by its Chief Executive Officer and director, Thomas F. Miller: 1,278,556 common shares and 317,394 performance share units. It also lists employee stock options with rights to buy 58,204 and 137,697 shares at $6.47 per share, expiring August 7, 2034, and 136,026 shares at $8.73 per share, expiring March 3, 2036. The PSUs vest upon specified milestones and a liquidity event; the liquidity event was satisfied October 14, 2026, the effective date of the issuer’s initial public offering.

Insider Miller Thomas F.
Role Chief Executive Officer
Type Security Shares Price Value
holding Employee Stock Option (right to buy) F2 -- -- --
holding Employee Stock Option (right to buy) F3 -- -- --
holding Employee Stock Option (right to buy) F4 -- -- --
holding Performance Share Units F7, F5, F6 -- -- --
holding Common Stock F1 -- -- --
Holdings After Transaction: Employee Stock Option (right to buy) — 331,927 contracts (Direct); Performance Share Units — 317,394 contracts (Direct); Common Stock — 1,278,556 shares (Direct)
Footnotes (7)
  1. F1. Of the reported shares, 4,071 were issued pursuant to an early exercise provision and which vest in full on March 1, 2027.
  2. F2. An option to purchase 137,696 shares was granted on May 16, 2023 and was exercised in part prior to the date on which the reporting person became subject to Section 16. The shares subject to the option vest in 48 equal monthly installments beginning on July 1, 2023.
  3. F3. The option is subject to certain performance metrics. Prior to the date on which the reporting person became subject to Section 16, 50% of the shares subject to the option vested. The remaining 50% vest upon the Issuer's submission to the FDA of an IND application relating to cyclin-dependent kinase, as determined by the administrator of the Issuer's 2020 Equity Incentive Plan in accordance with the terms of the award.
  4. F4. The shares subject to the option vest in 48 equal monthly installments beginning on March 23, 2026.
  5. F5. The performance-based restricted stock units, or PSUs, vest upon the satisfaction of certain milestones and a liquidity event. The milestone requirement will be satisfied upon the earlier of (i) (a) the first dosing of a subject in a human clinical trial for the Issuer's product targeting HER2 ("HER2 Product"), together with prior data and information concerning such product, would be sufficient to support the filing of a Marketing Authorization Application in the U.S. or (b) a foreign clinical trial that is equivalent to clause (a), including any clinical trial indicated to be a Phase 3 trial, (ii) entering into a partnering transaction in which the Issuer grants to a non-affiliate third party exclusive rights to commercialize (or any co-commercialization rights in) a HER2 Product in the U.S. and/or European Union, or (iii) a change in control. The liquidity event was satisfied on October 14, 2026, the effective date of the Issuer's initial public offering of common stock.
  6. F6. The event deadline is March 3, 2033.
  7. F7. Each PSU represents a contingent right to receive one share of Issuer common stock.
Direct common shares 1,278,556 shares Reported direct common-stock position.
Performance share units 317,394 units Each PSU represents a contingent right to receive one share of common stock.
Shares underlying employee stock options 58,204 shares Exercise price $6.47 per share; expiration August 7, 2034.
Shares underlying employee stock options 137,697 shares Exercise price $6.47 per share; expiration August 7, 2034.
Shares underlying employee stock options 136,026 shares Exercise price $8.73 per share; expiration March 3, 2036.
Performance-based restricted stock units financial
"The performance-based restricted stock units, or PSUs"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
liquidity event financial
"The liquidity event was satisfied on October 14, 2026"
A liquidity event is a transaction that converts ownership in a privately held or illiquid asset into cash or a marketable security, such as a sale, merger, public stock offering, or buyout. It matters to investors because it provides a clear way to realize returns or recover capital—think of it as turning a house into a cash sale—so the timing, price and structure of the event determine how much money stakeholders actually receive.
Marketing Authorization Application regulatory
"sufficient to support the filing of a Marketing Authorization Application"
A marketing authorization application is a formal request submitted to a government regulator asking permission to sell a prescription medicine or medical product in a country or region. Think of it like asking for a business license after showing evidence the product is safe and works; investors care because approval determines whether the product can generate sales, how soon revenue starts, and how much regulatory risk and uncertainty remains.
IND application medical
"submission to the FDA of an IND application"
An Investigational New Drug (IND) application is a formal request to regulators to allow a drug or biologic to be tested in people. It bundles lab and animal safety data, manufacturing details, and a plan for human trials—think of it like a building permit that lets developers move from design to construction. For investors, IND approval is a key milestone that permits clinical testing, reduces regulatory uncertainty, and can materially affect a company’s timeline, risk profile, and valuation.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When do Thomas F. Miller’s IAM performance share units vest?

The 317,394 PSUs vest upon specified milestones and a liquidity event. The milestone requirement includes qualifying HER2 clinical-trial progress, a partnering transaction granting specified commercialization rights, or a change in control. The liquidity event was satisfied October 14, 2026, when Iambic’s initial public offering became effective.

How many of Thomas F. Miller’s IAM shares are still vesting?

Of the reported common shares, 4,071 were issued under an early exercise provision and vest in full on March 1, 2027.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Miller Thomas F.

(Last)(First)(Middle)
C/O IAMBIC THERAPEUTICS, INC.
5627 OBERLIN DRIVE, SUITE 120

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
10/14/2026
3. Issuer Name and Ticker or Trading Symbol
Iambic Therapeutics, Inc. [ IAM ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock1,278,556(1)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy) (2)08/07/2034Common Stock58,204$6.47D
Employee Stock Option (right to buy) (3)08/07/2034Common Stock137,697$6.47D
Employee Stock Option (right to buy) (4)03/03/2036Common Stock136,026$8.73D
Performance Share Units (5) (6)Common Stock317,394(7)D
Explanation of Responses:
1. Of the reported shares, 4,071 were issued pursuant to an early exercise provision and which vest in full on March 1, 2027.
2. An option to purchase 137,696 shares was granted on May 16, 2023 and was exercised in part prior to the date on which the reporting person became subject to Section 16. The shares subject to the option vest in 48 equal monthly installments beginning on July 1, 2023.
3. The option is subject to certain performance metrics. Prior to the date on which the reporting person became subject to Section 16, 50% of the shares subject to the option vested. The remaining 50% vest upon the Issuer's submission to the FDA of an IND application relating to cyclin-dependent kinase, as determined by the administrator of the Issuer's 2020 Equity Incentive Plan in accordance with the terms of the award.
4. The shares subject to the option vest in 48 equal monthly installments beginning on March 23, 2026.
5. The performance-based restricted stock units, or PSUs, vest upon the satisfaction of certain milestones and a liquidity event. The milestone requirement will be satisfied upon the earlier of (i) (a) the first dosing of a subject in a human clinical trial for the Issuer's product targeting HER2 ("HER2 Product"), together with prior data and information concerning such product, would be sufficient to support the filing of a Marketing Authorization Application in the U.S. or (b) a foreign clinical trial that is equivalent to clause (a), including any clinical trial indicated to be a Phase 3 trial, (ii) entering into a partnering transaction in which the Issuer grants to a non-affiliate third party exclusive rights to commercialize (or any co-commercialization rights in) a HER2 Product in the U.S. and/or European Union, or (iii) a change in control. The liquidity event was satisfied on October 14, 2026, the effective date of the Issuer's initial public offering of common stock.
6. The event deadline is March 3, 2033.
7. Each PSU represents a contingent right to receive one share of Issuer common stock.
Remarks:
Exhibit 24.1 - Power of Attorney
/s/ Sunny Chang, by power of attorney10/14/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 3: SEC 1473 (03-26)

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