[Form 4] Ikena Oncology, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing summary for Ikena Oncology (IKNA)

On 07/25/2025, healthcare investment firm OrbiMed Advisors LLC—together with affiliates OrbiMed Capital GP VI LLC and OrbiMed Genesis GP LLC—reported an open-market acquisition of 83,611 IKNA common shares at $2.49. The purchase was made indirectly through OrbiMed Private Investments VI, LP and classifies the group as both Director and >10 % holder.

Post-transaction beneficial ownership:

• 287,885 voting common shares (OPI VI)
• 7,584 voting common shares (Genesis Master Fund)
• 465,178 non-voting common shares (OPI VI)
• 13,107 non-voting common shares (Genesis Master Fund)

The non-voting shares are convertible 1-for-1 into voting stock, subject to a 19.99 % ownership cap that the holder can modify with 61 days’ notice. Including convertibles, OrbiMed now controls ≈774 k common-equivalent shares, reinforcing its strategic stake and board representation.

Positive

• Director/10 % holder purchased 83,611 common shares at $2.49, demonstrating insider confidence.
• Total beneficial ownership rises to ~774 k common-equivalent shares, reinforcing OrbiMed’s long-term commitment and board alignment.

Negative

• None.

Insights

Securities Analyst

TL;DR – OrbiMed’s additional 83 k-share buy at $2.49 lifts total stake to ~774 k common equivalents, signaling bullish insider sentiment.

The filing shows continued accumulation by a sophisticated biotech investor that already holds board influence. The $2.49 purchase price suggests opportunistic buying near perceived value lows. Converting the 478 k non-voting shares would take OrbiMed close to, but still under, the 20 % threshold, preserving regulatory flexibility while expanding economic exposure. For minority investors, insider buying from a well-regarded fund is typically a positive sentiment indicator, though the transaction size (≈$0.2 M) is modest relative to IKNA’s market cap. No dilution or option exercises were involved, so near-term share count impact is neutral.

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
Estimated average burden
hours per response:			0.5

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^*

Yarema Kristin

(Last) (First) (Middle)

C/O IMAGENEBIO, INC.

12526 HIGH BLUFF DRIVE, SUITE 345

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ImageneBio, Inc. [ IMA ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2025

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

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
Employee Stock Option (Right to Buy)	$16.37	07/28/2025		A		460,515		(1)	07/27/2035	Common Stock	460,515	$0	460,515	D
Restricted Stock Units	(2)	07/28/2025		A		153,505		(3)	(3)	Common Stock	153,505	$0	153,505	D

Explanation of Responses:

1. This option vests over four years, with 25% of the shares subject to this option vesting on July 25, 2026, and the remaining shares vesting in 36 substantially equal monthly installments thereafter.

2. Each restricted stock unit (collectively, the "RSUs") represents a contingent right to receive one share of the Issuer's common stock.

3. The RSUs vest over four years, with 25% of the shares subject to RSUs vesting on the one-year anniversary of the vesting commencement date and the remaining 75% of the shares vesting in equal quarterly installments over the following 12 quarterly dates.

	/s/ Jotin Marango, Attorney-in-Fact	07/30/2025
	** 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

How many IKNA shares did OrbiMed buy on 25 July 2025?

OrbiMed acquired 83,611 Ikena Oncology common shares.

What was the purchase price for the new IKNA shares?

The shares were bought at $2.49 per share.

What is OrbiMed’s total beneficial ownership in IKNA after the transaction?

OrbiMed now indirectly holds 295,469 voting shares plus 478,285 non-voting shares, ≈774 k common equivalents.

Are OrbiMed’s non-voting IKNA shares convertible to common stock?

Yes, each non-voting share is convertible 1-for-1 into common stock, subject to a 19.99 % ownership limit.

Why does the Form 4 list multiple reporting persons for OrbiMed?

The filing is joint because the shares are held through affiliated entities—OPI VI and Genesis Master Fund—managed by OrbiMed Advisors and its general partners.