BVF group details large Immunic (IMUX) pre-funded and common warrants

Rhea-AI Filing Summary

IMMUNIC, INC. received an initial ownership report from a group of BVF-affiliated investment funds and Mark N. Lampert, jointly filing a Form 3 as reporting persons. They disclose holdings of common stock as well as multiple series of pre-funded warrants and common warrants tied to Immunic shares.

The reporting persons hold 2024, 2025 and 2026 pre-funded warrants that are immediately exercisable for an aggregate of 8,580,151, 13,335,000 and 53,257,500 shares of common stock, each at an exercise price of $0.0001 per share. These pre-funded warrants do not expire but cannot be exercised if such exercise would push their beneficial ownership above 9.9% or 9.99% of Immunic’s outstanding common stock, as specified for each series.

They also hold common warrants exercisable for an aggregate of 53,257,500 shares of common stock at an exercise price of $0.873220 per share following the issuer’s reverse stock split. These common warrants are exercisable until the earlier of 30 trading days after topline data from Immunic’s Phase 3 ENSURE trials, immediately upon certain exercises of the 2026 pre-funded warrants, or February 17, 2031, and are likewise subject to a 9.99% beneficial ownership cap. Each reporting person disclaims beneficial ownership beyond its pecuniary interest.

SEC Form 3

FORM 3

UNITED 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

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1. Name and Address of Reporting Person^*

BVF PARTNERS L P/IL

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/17/2026

3. Issuer Name and Ticker or Trading Symbol
IMMUNIC, INC. [ IMUX ]

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

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

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

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

	Form filed by One Reporting Person
X	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 Stock, $0.0001 par value(1)	4,135,956	D(2)
Common Stock, $0.0001 par value(1)	3,027,105	D(3)
Common Stock, $0.0001 par value(1)	427,629	D(4)

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 Exercisable	Expiration Date	Title	Amount or Number of Shares
Pre-Funded Warrants to Purchase Common Stock(1)	(5)	(5)	Common Stock, $0.0001 par value	4,496,000	(5)	D(2)
Pre-Funded Warrants to Purchase Common Stock(1)	(5)	(5)	Common Stock, $0.0001 par value	3,514,428	(5)	D(3)
Pre-Funded Warrants to Purchase Common Stock(1)	(5)	(5)	Common Stock, $0.0001 par value	444,452	(5)	D(4)
Pre-Funded Warrants to Purchase Common Stock(1)	(6)	(6)	Common Stock, $0.0001 par value	6,817,521	(6)	D(2)
Pre-Funded Warrants to Purchase Common Stock(1)	(6)	(6)	Common Stock, $0.0001 par value	5,278,894	(6)	D(3)
Pre-Funded Warrants to Purchase Common Stock(1)	(6)	(6)	Common Stock, $0.0001 par value	912,813	(6)	D(4)
Pre-Funded Warrants to Purchase Common Stock(1)	(7)	(7)	Common Stock, $0.0001 par value	28,797,932	(7)	D(2)
Pre-Funded Warrants to Purchase Common Stock(1)	(7)	(7)	Common Stock, $0.0001 par value	20,525,707	(7)	D(3)
Pre-Funded Warrants to Purchase Common Stock(1)	(7)	(7)	Common Stock, $0.0001 par value	3,202,262	(7)	D(4)
Warrants to Purchase Common Stock(1)	(8)(9)	(8)(9)	Common Stock, $0.0001 par value	28,797,932	(8)(9)	D(2)
Warrants to Purchase Common Stock(1)	(8)(9)	(8)(9)	Common Stock, $0.0001 par value	20,525,707	(8)(9)	D(3)
Warrants to Purchase Common Stock(1)	(8)(9)	(8)(9)	Common Stock, $0.0001 par value	3,202,262	(8)(9)	D(4)

1. Name and Address of Reporting Person^*

BVF PARTNERS L P/IL

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

BIOTECHNOLOGY VALUE FUND L P

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

BVF I GP LLC

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

BIOTECHNOLOGY VALUE FUND II LP

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

BVF II GP LLC

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

Biotechnology Value Trading Fund OS LP

(Last) (First) (Middle)

P.O. BOX 309 UGLAND HOUSE

(Street)

GRAND CAYMAN E9 KY1-1104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

BVF Partners OS Ltd.

(Last) (First) (Middle)

P.O. BOX 309 UGLAND HOUSE

(Street)

GRAND CAYMAN E9 KY1-1104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

BVF GP HOLDINGS LLC

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

BVF INC/IL

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

1. Name and Address of Reporting Person^*

LAMPERT MARK N

(Last) (First) (Middle)

44 MONTGOMERY ST.

40TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Explanation of Responses

Explanation of Responses:

1. This Form 3 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

2. Securities owned directly by BVF. As the general partner of BVF, BVF GP may be deemed to beneficially own the securities owned directly by BVF. As the sole member of BVF GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF. As the investment manager of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the general parter of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.

3. Securities owned directly by BVF2. As the general partner of BVF2, BVF2 GP may be deemed to beneficially own the securities owned directly by BVF2. As the sole member of BVF2 GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF2. As the investment manager of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.

4. Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.

5. The Reporting Persons hold certain Pre-Funded Warrants (the "2024 Pre-Funded Warrants") exercisable for an aggregate of 8,580,151 shares of Common Stock. The 2024 Pre-Funded Warrants do not expire and have an exercise price of $0.0001 per share. The 2024 Pre-Funded Warrants are exercisable immediately, except that the 2024 Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.9% of the shares of Common Stock outstanding.

6. The Reporting Persons hold certain Pre-Funded Warrants (the "2025 Pre-Funded Warrants") exercisable for an aggregate of 13,335,000 shares of Common Stock. The 2025 Pre-Funded Warrants do not expire and have an exercise price of $0.0001 per share. The 2025 Pre-Funded Warrants are exercisable immediately, except that the 2025 Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.99% of the shares of Common Stock outstanding.

7. The Reporting Persons hold certain Pre-Funded Warrants (the "2026 Pre-Funded Warrants") exercisable for an aggregate of 53,257,500 shares of Common Stock. The 2026 Pre-Funded Warrants do not expire and have an exercise price of $0.0001 per share. The 2026 Pre-Funded Warrants are exercisable immediately, except that the 2026 Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.99% of the shares of Common Stock outstanding.

8. The Reporting Persons hold certain Warrants (the "Common Warrants") exercisable for an aggregate of 53,257,500 shares of Common Stock. The Common Warrants are exercisable at a price $0.873220 per share of Common Stock following the completion of the Issuer's reverse stock split until the earlier of (i) 30 trading days following the date of the Issuer's initial public announcement of topline data from its Phase 3 ENSURE trials (for the avoidance of doubt, the later date of the initial public announcement of topline data from ENSURE-1 or ENSURE-2, if announced separately) (the "Topline Data Announcement"), (ii) immediately upon the exercise of the 2026 Pre-Funded Warrants if such exercise of 2026 Pre-Funded Warrants is prior to the Topline Data Announcement, provided that if the 2026 Pre-Funded Warrant is not exercised in full, the Common Warrant expires proportionally only to the extent the 2026 Pre-Funded Warrant is exercised, and (iii) February 17, 2031.

9. The Common Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.99% of the shares of Common Stock outstanding.

Remarks:

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons may be deemed to be a director by deputization of the Issuer due to a Principal of Partners, R. Thorvald Nagel, serving on the Board of Directors of the Issuer, and his agreement to transfer to Partners the economic benefit, if any, received upon the sale of any securities of the Issuer he receives in his capacity as a director of the Issuer.

	BVF Partners L.P., By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President	02/27/2026
	Biotechnology Value Fund, L.P., By: BVF I GP LLC, its general partner, By: /s/ Mark N. Lampert, Chief Executive Officer	02/27/2026
	BVF I GP LLC, By: /s/ Mark N. Lampert, Chief Executive Officer	02/27/2026
	Biotechnology Value Fund II, L.P., By: BVF II GP LLC, its general partner, By: /s/ Mark N. Lampert, Chief Executive Officer	02/27/2026
	BVF II GP LLC, By: /s/ Mark N. Lampert, Chief Executive Officer	02/27/2026
	BVF Partners OS Ltd., By: BVF Partners L.P., its sole member, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President	02/27/2026
	Biotechnology Value Trading Fund OS LP, By: BVF Partners L.P., its investment manager, BVF Inc., its general partner, By: /s/ Mark N. Lampert, President	02/27/2026
	BVF GP Holdings LLC, By: /s/ Mark N. Lampert, Chief Executive Officer	02/27/2026
	BVF Inc., By: /s/ Mark N. Lampert, President	02/27/2026
	/s/ Mark N. Lampert	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What does the BVF group report in its Form 3 for IMMUNIC (IMUX)?

The BVF-affiliated funds and Mark N. Lampert jointly report initial beneficial ownership of Immunic common stock plus several large tranches of pre-funded warrants and common warrants, all tied to Immunic shares and subject to specific exercise prices, timelines, and ownership limits.

How many Immunic shares are covered by BVF’s pre-funded warrants in IMUX?

The reporting persons disclose three series of pre-funded warrants: 2024 warrants for 8,580,151 shares, 2025 warrants for 13,335,000 shares, and 2026 warrants for 53,257,500 shares, each immediately exercisable at an exercise price of $0.0001 per share, subject to stated ownership caps.

What are the key terms of the common warrants held by BVF in Immunic (IMUX)?

The common warrants are exercisable for 53,257,500 Immunic shares at $0.873220 per share following the reverse stock split. They expire at the earlier of 30 trading days after topline Phase 3 ENSURE data, certain 2026 pre-funded warrant exercises, or February 17, 2031, and include a 9.99% ownership cap.

What ownership limits apply to BVF’s Immunic pre-funded and common warrants?

Each pre-funded warrant series and the common warrants include caps preventing exercises that would push the reporting persons’ beneficial ownership above 9.9% or 9.99% of Immunic common stock outstanding, effectively restricting how much of each warrant class can be exercised at a given time.

Do BVF and Mark N. Lampert fully own all Immunic securities reported on this Form 3?

The filing states each reporting person disclaims beneficial ownership of the reported Immunic securities except to the extent of his or its pecuniary interest. Various BVF entities directly hold the securities, while related general partners, managers, and Mr. Lampert may be deemed to share beneficial ownership.