Is the Immunovant (IMVT) CTO’s recent share sale a routine tax event?

The filing states the sale was mandated by the issuer’s tax withholding election and does not represent a discretionary transaction. That language indicates the sale is tied to routine tax handling for vested RSUs rather than an independent portfolio decision.

Immunovant (IMVT) CTO sells 2,754 shares in tax sell-to-cover

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Immunovant, Inc. Chief Technology Officer Jay S. Stout reported an open-market sale of 2,754 shares of common stock at a weighted average price of $29.62 per share. According to the footnotes, these shares were sold solely to cover tax withholding obligations from the vesting of previously granted RSUs.

The sale was mandated by the company’s “sell to cover” election and is described as not a discretionary transaction by the executive. Following the sale, Stout directly owns 251,685 shares of Immunovant common stock.

Insider Trade Summary

Net Seller: 2,754 shares ($81,573)

Net Sell 1 txn

Insider Stout Jay S

Role Chief Technology Officer

Sold 2,754 shs ($82K)

Type	Security	Shares	Price	Value
Sale	Common Stock	2,754	$29.62	$82K

Holdings After Transaction: Common Stock — 251,685 shares (Direct, null)

Footnotes (1)

On April 17, 2023, the holder was granted 100,000 restricted stock units ("RSUs"), as previously reported on a Form 4 filed on April 19, 2023, of which 6,250 of these RSUs vested on April 17, 2026. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of these RSUs. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.23 - $30.00 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

Key Figures

Shares sold: 2,754 shares Weighted average sale price: $29.62 per share Shares owned after transaction: 251,685 shares +2 more

5 metrics

Shares sold 2,754 shares Open-market sale on April 23, 2026 to cover RSU taxes

Weighted average sale price $29.62 per share Multiple trades between $29.23 and $30.00 per share

Shares owned after transaction 251,685 shares Direct ownership following sell-to-cover sale

RSUs granted 100,000 RSUs Restricted stock units granted on April 17, 2023

RSUs vested 6,250 RSUs Portion of grant vesting on April 17, 2026

Key Terms

restricted stock units ("RSUs"), sell to cover, tax withholding obligations, weighted average price

4 terms

restricted stock units ("RSUs") financial

"On April 17, 2023, the holder was granted 100,000 restricted stock units ("RSUs")"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

sell to cover financial

"require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

tax withholding obligations financial

"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting"

weighted average price financial

"The price reported is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Form 4 Insider Transactions: What Each Field Means →

04/24/2026 - 04:05 PM

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^*

Stout Jay S

(Last)

(First)

(Middle)

C/O IMMUNOVANT, INC.

1000 PARK FORTY PLAZA, SUITE 210

(Street)

DURHAM

NORTH CAROLINA

27713

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Immunovant, Inc. [ IMVT ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026

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

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/23/2026		S		2,754⁽¹⁾	D	$29.62⁽²⁾	251,685	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On April 17, 2023, the holder was granted 100,000 restricted stock units ("RSUs"), as previously reported on a Form 4 filed on April 19, 2023, of which 6,250 of these RSUs vested on April 17, 2026. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of these RSUs. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.23 - $30.00 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

Remarks:

	/s/ Tiago Girao, attorney-in-fact for Jay Stout	04/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Immunovant (IMVT) report for CTO Jay S. Stout?

Immunovant CTO Jay S. Stout reported selling 2,754 shares of common stock. The transaction was an open-market sale tied to tax withholding on vested RSUs, rather than a discretionary decision to reduce his investment position.

Why did Immunovant (IMVT) CTO Jay Stout sell 2,754 shares?

The 2,754 shares were sold to cover tax withholding obligations from RSUs that vested. The company elected a mandatory “sell to cover” approach, so the sale was required and is explicitly described as not a discretionary transaction by the reporting person.

At what price did Immunovant (IMVT) CTO Jay Stout’s shares sell in this Form 4?

The reported sale used a weighted average price of $29.62 per share. Footnotes explain the shares were actually sold in multiple trades, with prices ranging from $29.23 to $30.00 per share, all executed on the same transaction date.

How many Immunovant (IMVT) shares does CTO Jay Stout hold after this transaction?

After the tax-related sale, Jay S. Stout directly owns 251,685 shares of Immunovant common stock. This figure reflects his position following the 2,754-share sell-to-cover transaction associated with the vesting and settlement of restricted stock units.

What RSU grant is connected to this Immunovant (IMVT) insider sale?

The sale relates to a grant of 100,000 restricted stock units awarded on April 17, 2023. Of these, 6,250 RSUs vested on April 17, 2026, and the reported sale was executed to satisfy tax withholding obligations arising from that vesting event.