Immunic, Inc. ownership disclosure: Soleus Capital Master Fund, L.P. and related Soleus entities and Guy Levy report beneficial ownership of 6,792,000 shares of Common Stock, representing 5.5% of the class based on 120,284,724 shares outstanding as of November 11, 2025. The filing states these shares are held directly by Soleus Capital Master Fund, L.P.; related Soleus entities and Guy Levy disclaim beneficial ownership of the shares except for purposes of Section 13(d) obligations. The reported total includes 1,146,000 shares issuable upon exercise of pre-funded warrants and 1,146,000 shares issuable upon exercise of warrants exercisable following the issuer's contemplated reverse split.
Positive
None.
Negative
None.
Insights
Holds a disclosed 5.5% stake via a pooled fund; corporate ownership disclaimers are standard.
The disclosure lists 6,792,000 shares held directly by Soleus Capital Master Fund, L.P. and specifies related entities and Guy Levy disclaim beneficial ownership except for Section 13(d) obligations. This structure is common when investment vehicles and multiple management entities coexist.
Watch subsequent filings for any conversion/exercise activity tied to the 1,146,000 PFWs or the additional 1,146,000 warrants that become exercisable after the proposed reverse split; timing and exercises would change reported ownership percentages.
Stake size and exercisable instruments create potential share-interest but no immediate cash-flow description here.
The table-backed figures tie the 5.5% calculation to November 11, 2025 outstanding shares. The filing explicitly counts 1,146,000 PFW-convertible shares and 1,146,000 warrants that become exercisable after a reverse split contemplated in a referenced purchase agreement.
Market impact depends on whether the PFWs or warrants are exercised and on the reverse split's execution; subsequent Form 4/Form 13D/G amendments would disclose actual transactions or control changes.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
IMMUNIC, INC.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
4525EP101
(CUSIP Number)
02/17/2026
(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
Soleus Capital Master Fund, L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,792,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,792,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,792,000.00
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)
5.5 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus Capital Master Fund, L.P. ("Master Fund"). Soleus Capital, LLC ("Soleus Capital") is the sole general partner of Master Fund, Soleus Capital Group, LLC ("SCG") is the sole managing member of Soleus Capital, Soleus Capital Management, L.P. ("SCM") is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The number of shares reported in the table above includes (x) 1,146,000 shares of the common stock, par value $0.0001 per share ("Common Stock"), of Immunic, Inc. (the "Issuer"), issuable upon the exercise of pre-funded warrants held by Master Fund (the "PFWs"), which PFWs are presently exercisable at an exercise price of $0.0001 per share of Common Stock, and (y) 1,146,000 shares of Common Stock issuable upon the exercise of warrants held by Master Fund that are exercisable on the first trading date following the date on which the Issuer consummates the reverse split of its Common Stock contemplated by that certain Securities Purchase Agreement dated as of February 12, 2026 by and among the Issuer and the investors party thereto at an exercise price of $0.873220 per share of Common Stock (such warrants, the "Common Warrants").
(3) The percentage set forth in row 11 is calculated based upon 120,284,724 shares of Common Stock outstanding as of November 11, 2025, as reported on the cover of the Issuer's Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2025, filed with the Securities and Exchange Commission on November 13, 2025 (the "Form 10-Q").
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Soleus Capital, 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,792,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,792,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,792,000.00
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)
5.5 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The number of shares reported in the table above includes (x) 1,146,000 shares of Common Stock issuable upon the exercise of the PFWs and (y) 1,146,000 shares of Common Stock issuable upon the exercise of the Common Warrants.
(3) The percentage set forth in row 11 is calculated based upon 120,284,724 shares of Common Stock outstanding as of November 11, 2025, as set forth on the cover of the Form 10-Q.
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Soleus Capital Group, 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,792,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,792,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,792,000.00
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)
5.5 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The number of shares reported in the table above includes (x) 1,146,000 shares of Common Stock issuable upon the exercise of the PFWs and (y) 1,146,000 shares of Common Stock issuable upon the exercise of the Common Warrants.
(3) The percentage set forth in row 11 is calculated based upon 120,284,724 shares of Common Stock outstanding as of November 11, 2025, as set forth on the cover of the Form 10-Q.
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Soleus Capital Management, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,792,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,792,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,792,000.00
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)
5.5 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The number of shares reported in the table above includes (x) 1,146,000 shares of Common Stock issuable upon the exercise of the PFWs and (y) 1,146,000 shares of Common Stock issuable upon the exercise of the Common Warrants.
(3) The percentage set forth in row 11 is calculated based upon 120,284,724 shares of Common Stock outstanding as of November 11, 2025, as set forth on the cover of the Form 10-Q.
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Soleus GP, 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
6,792,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,792,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,792,000.00
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)
5.5 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The number of shares reported in the table above includes (x) 1,146,000 shares of Common Stock issuable upon the exercise of the PFWs and (y) 1,146,000 shares of Common Stock issuable upon the exercise of the Common Warrants.
(3) The percentage set forth in row 11 is calculated based upon 120,284,724 shares of Common Stock outstanding as of November 11, 2025, as set forth on the cover of the Form 10-Q.
SCHEDULE 13G
CUSIP No.
4525EP101
1
Names of Reporting Persons
Guy Levy
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
6,792,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,792,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,792,000.00
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)
5.5 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons \s the beneficial owner of such shares for any other purpose.
(2) The number of shares reported in the table above includes (x) 1,146,000 shares of Common Stock issuable upon the exercise of the PFWs and (y) 1,146,000 shares of Common Stock issuable upon the exercise of the Common Warrants.
(3) The percentage set forth in row 11 is calculated based upon 120,284,724 shares of Common Stock outstanding as of November 11, 2025, as set forth on the cover of the Form 10-Q.
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, NY 10036
Item 2.
(a)
Name of person filing:
Soleus Capital Master Fund, L.P.
Soleus Capital, LLC
Soleus Capital Group, LLC
Soleus Capital Management, L.P.
Soleus GP, LLC
Guy Levy
(b)
Address or principal business office or, if none, residence:
Soleus Capital Master Fund, L.P., 100 Field Point Road, Suite 200, Greenwich, CT 06830
Soleus Capital, LLC, 100 Field Point Road, Suite 200, Greenwich, CT 06830
Soleus Capital Group, LLC, 100 Field Point Road, Suite 200, Greenwich, CT 06830
Soleus Capital Management, L.P., 100 Field Point Road, Suite 200, Greenwich, CT 06830
Soleus GP, LLC, 100 Field Point Road, Suite 200, Greenwich, CT 06830
Guy Levy, c/o Soleus Capital Management, L.P., 100 Field Point Road, Suite 200, Greenwich, CT 06830
(c)
Citizenship:
Soleus Capital Master Fund, L.P. - Cayman Islands
Soleus Capital, LLC - Delaware
Soleus Capital Group, LLC - Delaware
Soleus Capital Management, L.P. - Delaware
Soleus GP, LLC - Delaware
Guy Levy - United States
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(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:
The information in rows 5 through 9 and 11 on the cover pages to this Schedule 13G, including the footnotes thereto, is hereby incorporated by reference.
6,792,000
(b)
Percent of class:
5.5 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
6,792,000
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
6,792,000
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.
Not Applicable
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 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.
Soleus reports beneficial ownership of 6,792,000 shares, equal to 5.5% of the class based on 120,284,724 shares outstanding as of November 11, 2025. The shares are held directly by the Master Fund.
Do the Soleus-related parties claim direct ownership of the IMUX shares?
No. The filing states that related entities and Guy Levy disclaim beneficial ownership of the shares except for determining obligations under Section 13(d) of the Exchange Act, while the Master Fund is named as the direct holder.
How many shares are tied to warrants or pre-funded warrants in the filing?
The filing includes 1,146,000 shares issuable upon exercise of pre-funded warrants and an additional 1,146,000 shares issuable upon exercise of warrants that become exercisable after a contemplated reverse split.
What outstanding share figure is the 5.5% ownership based on?
The percentage is calculated using 120,284,724 shares of Common Stock outstanding as of November 11, 2025, as reported on the cover of the Issuer's Form 10-Q for the quarter ended September 30, 2025.
Will this filing itself change control or trigger transactions in IMUX?
This filing is a disclosure of current beneficial ownership and does not itself effectuate transfers. Any change from exercises or sales would require separate filings such as Form 4 or amendments reflecting transactions.
