Immunic, Inc. received an updated ownership disclosure from Nantahala Capital Management and its principals, Wilmot B. Harkey and Daniel Mack. As of December 31, 2025, they may be deemed to beneficially own 10,378,406 shares of Immunic common stock, representing 8.22% of the outstanding shares.
This stake includes 6,000,000 shares that can be acquired within sixty days through the exercise of warrants. The reporting persons have shared, but no sole, voting and dispositive power over these shares. They certify the position is held in the ordinary course of business and not for the purpose of changing or influencing control of Immunic.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Immunic, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
4525EP101
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Nantahala Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
MASSACHUSETTS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
10,378,406.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,378,406.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,378,406.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.22 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Wilmot B. Harkey
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
10,378,406.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,378,406.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,378,406.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.22 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Daniel Mack
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
10,378,406.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,378,406.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,378,406.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.22 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Immunic, Inc.
(b)
Address of issuer's principal executive offices:
1200 AVENUE OF THE AMERICAS SUITE 200 NEW YORK, UNITED STATES, 10036
Item 2.
(a)
Name of person filing:
(1) Nantahala Capital Management, LLC ("Nantahala")
(2) Wilmot B. Harkey
(3) Daniel Mack (together the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
130 Main St. 2nd Floor, New Canaan, Connecticut 06840
(c)
Citizenship:
(1) Nantahala is a Massachusetts limited liability company.
(2) Each of Messrs. Harkey and Mack is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock, $0.0001 par value
(e)
CUSIP No.:
4525EP101
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of December 31, 2025, Nantahala may be deemed to be the beneficial owner of 10,378,406 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares.
The 10,378,406 Shares includes 6,000,000 Shares which may be acquired by the Reporting Persons within sixty days through the exercise of warrants. 6,000,000
(b)
Percent of class:
As of December 31, 2025, each of the Reporting Persons may be deemed to be the beneficial owner of the following percentage of the total number of Shares outstanding:
(1) Nantahala Capital Management, LLC ("Nantahala") : 8.22%
(2) Wilmot B. Harkey: 8.22%
(3) Daniel Mack: 8.22%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(ii) Shared power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 10,378,406 Shares.
(2) Wilmot B. Harkey: 10,378,406 Shares.
(3) Daniel Mack: 10,378,406 Shares.
(iii) Sole power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(iv) Shared power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 10,378,406 Shares.
(2) Wilmot B. Harkey: 10,378,406 Shares.
(3) Daniel Mack: 10,378,406 Shares.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E). See Item 4(a).
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What percentage of Immunic (IMUX) does Nantahala Capital report owning?
Nantahala Capital Management and its principals report beneficial ownership of 8.22% of Immunic’s common stock. This percentage is based on 10,378,406 shares they may be deemed to beneficially own as of December 31, 2025, according to the Schedule 13G/A filing.
How many Immunic (IMUX) shares does Nantahala Capital beneficially own?
They report beneficial ownership of 10,378,406 Immunic shares as of December 31, 2025. This total includes shares held by funds and separately managed accounts under Nantahala’s control, as well as shares that can be acquired through the exercise of warrants within sixty days.
How many Immunic (IMUX) shares are tied to warrants in this filing?
The filing states that 6,000,000 shares of Immunic’s common stock may be acquired within sixty days through the exercise of warrants. These warrant shares are included in the total 10,378,406 Immunic shares that the reporting persons may be deemed to beneficially own.
Do Nantahala and its principals have sole or shared voting power over Immunic (IMUX) shares?
The reporting persons disclose no sole voting power and no sole dispositive power over Immunic shares. They report shared voting power and shared dispositive power over 10,378,406 shares, reflecting their role over funds and accounts they manage.
Are Nantahala’s Immunic (IMUX) shares held to influence control of the company?
The certification states the securities were acquired and are held in the ordinary course of business. The reporting persons affirm they were not acquired and are not held for the purpose or effect of changing or influencing control of Immunic.
Who are the reporting persons in this Immunic (IMUX) Schedule 13G/A filing?
The reporting persons are Nantahala Capital Management, LLC, and its managing members Wilmot B. Harkey and Daniel Mack. Nantahala is a Massachusetts limited liability company, and both Harkey and Mack are citizens of the United States, reporting as control persons of Nantahala.