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ImageneBio, Inc. (IMA) CEO converts RSUs and reclassifies stock holdings

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

ImageneBio, Inc. Chief Executive Officer Kristin Yarema reported RSU-related changes in ownership. On July 25, 2026, 38,376 restricted stock units were exercised into 38,376 shares of common stock at $0.0000 per share. An additional 115,129 unvested RSUs from a July 28, 2025 grant were reclassified and now appear as common stock holdings; no purchase or sale transactions are reported.

Positive

  • None.

Negative

  • None.
Insider Yarema Kristin
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F2, F3 38,376 $0.00 $0.00
Other Restricted Stock Units F2, F1, F3 115,129 $0.00 $0.00
Exercise Common Stock 38,376 $0.00 $0.00
Other Common Stock F1 115,129 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 238,905 shares (Direct)
Footnotes (3)
  1. F1. On July 28, 2025, the Reporting Person was granted restricted stock units ("RSUs"), which RSUs were previously reported in Table II. Effective with this filing, the Reporting Person has elected to report grants of RSUs that are settleable solely in shares of the Issuer's common stock in Table I as acquisitions of common stock, rather than in Table II as derivative securities. Previously reported unvested RSUs that had been reported in Table II are included in the amount of securities beneficially owned shown in Column 5 of Table I. The 115,129 unvested RSUs carried over from prior Table II reporting represent grant awarded on July 28, 2025 that vests on the schedule described in footnote 3. As reported in Column 9 of Table II, there are no remaining RSUs that settle in common stock.
  2. F2. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
  3. F3. 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.
RSUs exercised into common stock 38,376 shares Restricted stock units converted to common stock on July 25, 2026
Unvested RSUs reclassified 115,129 units Previously reported unvested RSUs moved from derivative to common stock reporting
Total RSUs in restructuring 230,258 units Aggregate RSUs involved in J-code restructuring transactions
Exercise price per share $0.0000 Common stock received from RSU conversion had no cash exercise price
Restricted Stock Units financial
"The Reporting Person was granted restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Table II financial
"RSUs were previously reported in Table II as derivative securities"
beneficially owned financial
"included in the amount of securities beneficially owned shown"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
vesting commencement date financial
"on the one-year anniversary of the vesting commencement date"
The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

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

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FAQ

What did ImageneBio (IMA) CEO Kristin Yarema report in this Form 4?

Kristin Yarema reported RSU-driven changes in her ImageneBio stake. On July 25, 2026, 38,376 restricted stock units were exercised into common stock, and 115,129 previously reported unvested RSUs from a July 28, 2025 grant were reclassified as common stock holdings, with no purchase or sale codes.

How many RSUs did Kristin Yarema convert into ImageneBio (IMA) common stock?

Kristin Yarema converted 38,376 restricted stock units into 38,376 shares of ImageneBio common stock. The RSUs had a reported per-share exercise price of $0.0000, reflecting settlement in stock rather than a cash purchase, and were originally reported as derivative securities before conversion.

What is the significance of the 115,129 unvested RSUs for ImageneBio (IMA)?

The 115,129 unvested RSUs represent a grant awarded on July 28, 2025 and previously reported in Table II. Effective with this filing, these RSUs are reclassified and now appear in Table I as common stock acquisitions, and are included in the amount of securities beneficially owned.

Were any of Kristin Yarema’s ImageneBio (IMA) transactions marked as purchases or sales?

No transactions were coded as purchases (P) or sales (S) in this Form 4. All reported activity involves an RSU exercise (code M) and other restructuring-type transactions (code J), resulting in common stock acquisitions and reporting reclassifications rather than open-market or negotiated buy and sell trades.

How do Kristin Yarema’s RSUs in ImageneBio (IMA) vest over time?

The RSUs vest over four years, with 25% of the shares vesting on the one-year anniversary of the vesting commencement date. The remaining 75% vest in equal quarterly installments over the following 12 quarterly dates, creating a long-term, time-based vesting schedule for the grant.

Are there any remaining RSUs in ImageneBio (IMA) that settle in common stock?

According to the footnotes, there are no remaining RSUs that settle in ImageneBio common stock reported in Table II. Previously reported unvested RSUs that settle solely in common stock are now included in the amount of securities beneficially owned in Table I for this reporting change.
SEC Form 4
FORM 4UNITED 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 CALIFORNIA 92130

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ImageneBio, Inc. [ IMA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock07/25/2026M38,376A$0123,776D
Common Stock07/25/2026J(1)115,129(1)A$0238,905(1)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)07/25/2026M38,376 (3) (3)Common Stock38,376$0115,129D
Restricted Stock Units(2)07/25/2026J(1)115,129 (3) (3)Common Stock115,129$00D
Explanation of Responses:
1. On July 28, 2025, the Reporting Person was granted restricted stock units ("RSUs"), which RSUs were previously reported in Table II. Effective with this filing, the Reporting Person has elected to report grants of RSUs that are settleable solely in shares of the Issuer's common stock in Table I as acquisitions of common stock, rather than in Table II as derivative securities. Previously reported unvested RSUs that had been reported in Table II are included in the amount of securities beneficially owned shown in Column 5 of Table I. The 115,129 unvested RSUs carried over from prior Table II reporting represent grant awarded on July 28, 2025 that vests on the schedule described in footnote 3. As reported in Column 9 of Table II, there are no remaining RSUs that settle in common stock.
2. Each RSU 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/ Kristin Yarema07/28/2026
** 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 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.
* Form 4: SEC 1474 (03-26)