[8-K] Ikena Oncology, Inc. Reports Material Event

Rhea-AI Filing Summary

WEC Energy Group (NYSE: WEC) filed a Form 144 indicating a proposed sale of 2,500 common shares (≈0.0008 % of the 321.9 million shares outstanding) through Morgan Stanley Smith Barney. The shares, valued at $276,362.50 based on market price, were acquired on 08/01/2025 via the exercise of employee stock options under a registered plan and are scheduled to be sold on or after 08/01/2025 on the NYSE. No other sales were reported in the past three months. The filer certifies there is no undisclosed material adverse information about WEC.

Positive

• Transparent disclosure via timely Form 144 filing supports governance best practices.
• Sale size is immaterial (<0.001 % of shares outstanding), limiting dilution or market impact.

Negative

• Insider selling, even if small, can be perceived as a soft negative signal.

Insights

Equity Analyst

TL;DR: Minor insider sale; negligible dilution; neutral impact.

The notice covers only 2,500 shares, worth roughly $0.28 million, versus WEC’s multibillion-dollar market cap. Such routine option-related sales are common for executives diversifying personal holdings. With no concurrent negative news and no recent selling history, the filing is immaterial to valuation. Investors should monitor cumulative insider activity, but this single transaction does not alter the investment thesis.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 28, 2025

IMAGENEBIO, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-40287		81-1697316
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

12526 High Bluff Drive
Suite 345
San Diego, California		92130
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 617-901-7098

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		IMA		The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

To the extent required by Item 5.02 of Form 8-K, the information contained in Item 8.01 of this Current Report on Form 8-K is incorporated by reference herein.

Item 8.01. Other Events.

On July 28, 2025, upon the recommendation of the Compensation Committee of the Board of Directors (the “Board”) of the Company, the Board adopted and approved the Company’s 2025 Inducement Plan (the “Inducement Plan”) to reserve 589,585 shares of the Company’s common stock to be used exclusively for grants of equity awards to individuals that were not previously employees or directors of the Company (or who are returning to employment following a bona fide period of non-employment), as an inducement material to the individual’s entry into employment with the Company, pursuant to Nasdaq Listing Rule 5635(c)(4). The Inducement Plan was adopted and approved without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4). In addition, the Board adopted and approved forms of Stock Option Grant Notice, Option Agreement and Notice of Exercise, as well as forms of Restricted Stock Unit (“RSU”) Grant Notice and RSU Agreement for use with the Inducement Plan. The terms and conditions of the Inducement Plan are substantially similar to the Company’s stockholder-approved 2025 Equity Incentive Plan.

A complete copy of the Inducement Plan is filed herewith as Exhibit 99.1. The above summary of the Inducement Plan does not purport to be complete and is qualified in its entirety by reference to such exhibit.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
99.1*		ImageneBio, Inc. 2025 Inducement Plan and Forms of Stock Option Grant Notice, Option Agreement, and Notice of Exercise and Forms of RSU Grant Notice and RSU Agreement thereunder.
104		Cover Page Interactive Data File (embedded with the Inline XBRL document).

* Filed herewith

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				IMAGENEBIO, INC.
Date: August 1, 2025				By:		/s/ Kristin Yarema, Ph.D.
						Kristin Yarema, Ph.D.
						Chief Executive Officer

FAQ

How many WEC shares are being sold under this Form 144?

The filing covers 2,500 common shares.

What is the dollar value of the proposed WEC share sale?

Aggregate market value is $276,362.50.

When is the anticipated sale date for the WEC shares?

Approximately 08/01/2025 on the NYSE.

How significant is this sale relative to WEC's total shares outstanding?

The sale represents about 0.0008 % of the 321,866,395 shares outstanding.

What was the source of the shares being sold?

They were obtained via option exercise under a registered plan on 08/01/2025.

Were any WEC shares sold by this filer in the prior three months?

No; the filing states "Nothing to Report" for the past three months.