IGM Biosciences Insider Filing: CFO’s Small Tax-Related Share Sale

Rhea-AI Filing Summary

IGM Biosciences (IGMS) Form 4 filing – CFO Misbah Tahir reported a small automatic sale linked to restricted stock units (RSUs).

• Transaction details: On 06/16/2025, 1,522 common shares were sold at a weighted-average price of $1.1992 in multiple trades ranging from $1.17-$1.22.
• Purpose: Shares were sold solely to satisfy tax-withholding obligations arising from the vesting of RSUs (per footnote 1).
• Ownership post-sale: Tahir now directly owns 178,802 shares of IGMS common stock.

The filing does not disclose any open-market discretionary selling and therefore appears routine. The CFO retains more than 99% of his pre-sale position, suggesting ongoing alignment with shareholders. No derivative transactions or additional insider activity were reported.

Positive

• CFO retains 178,802 shares, indicating continued long-term alignment with shareholders
• Sale expressly for tax-withholding, reducing perception of discretionary insider selling

Negative

• Insider sale, however small, can be perceived negatively by risk-averse investors

Insights

Securities Analyst

TL;DR: Routine tax-related sale; negligible impact on IGMS valuation.

The 1,522-share sale represents <1% of the CFO’s holdings and was executed to cover RSU taxes, a common administrative action. With post-transaction ownership at 178,802 shares, insider alignment remains intact. Given IGMS’s 45 million basic shares outstanding (last 10-Q), the sale equals roughly 0.003% of float—far below any materiality threshold. I view the filing as neutral with no signaling effect on future fundamentals or liquidity.

Corporate Governance Expert

TL;DR: Compliance-driven disposition; governance posture unaffected.

Rule 10b5-1 safe-harbor language is not invoked here; nevertheless, the narrow scope and explicit tax-withholding rationale mitigate any appearance of opportunistic selling. Timely Form 4 submission (four days after transaction) demonstrates regulatory compliance. There are no derivative grants, option exercises, or unusual patterns that would raise governance concerns. Impact on investor sentiment should be minimal.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Tahir Misbah

(Last) (First) (Middle)

C/O IGM BIOSCIENCES, INC.

325 E MIDDLEFIELD ROAD

(Street)

MOUNTAIN VIEW CA 94043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IGM Biosciences, Inc. [ IGMS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF FINANCIAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/16/2025		S(1)		1,522	D	$1.1992(2)	178,802	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units.

2. This transaction was executed in multiple trades at prices ranging from $1.17 to $1.22. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer full information regarding the number of shares sold at each separate sale price.

	/s/ Misbah Tahir	06/20/2025
	** Signature of Reporting Person	Date
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 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).
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.

FAQ

Why did IGMS CFO Misbah Tahir sell 1,522 shares?

To cover tax withholding on newly vested RSUs, per Form 4 footnote 1.

At what price were the IGMS shares sold?

The weighted-average sale price was $1.1992, with trades ranging from $1.17 to $1.22.

How many IGMS shares does the CFO own after the sale?

Post-transaction, Misbah Tahir directly owns 178,802 common shares.

Is this insider sale considered significant?

No. It represents <1% of the CFO’s holdings and about 0.003% of shares outstanding—generally immaterial.

Were any derivative securities involved in this Form 4?

No derivative acquisitions or dispositions were reported; only a small common-stock sale was disclosed.