Immunovant CEO sells 3,506 shares for tax withholding

Q: How many IMVT shares did CEO Eric Venker sell, and at what price?

Eric Venker sold 3,506 shares at $34.11 per share on October 2, 2026, to cover tax withholding. Immunovant required the sell-to-cover transaction, which was not discretionary; no Rule 10b5-1 plan is reported.

Q: What happened to Eric Venker's IMVT CVARs?

On October 1, 2026, 92,187 CVARs met the service, performance, knock-in and hurdle-price requirements and settled into common shares. The settlement amount was based on the excess, if any, of the common stock’s fair market value, capped at $16.76 per share, over the $14.46 hurdle price, and was divided by the October 1 closing price.

The chief executive's October 2, 2026 sale covered tax withholding under an issuer-required, non-discretionary sell-to-cover transaction.

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Rhea-AI Filing Summary

Immunovant, Inc. Chief Executive Officer Eric Venker reported that 92,187 capped value appreciation rights (CVARs) settled into common stock on October 1, 2026, after the service, performance, knock-in and $14.46 hurdle-price requirements were satisfied. The settlement formula capped the common stock’s fair market value at $16.76 per share. Venker also reported a disposition to the issuer of 85,886 common shares at $33.65 per share and sold 3,506 shares at $34.11 on October 2 to cover tax withholding. The issuer required the sell-to-cover transaction, which was not discretionary; 921,875 CVARs remained after settlement.

Insights

Analyzing...

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 4 txns

Insider Venker Eric

Role Chief Executive Officer

Sold 3,506 shs ($120K)

Approx. gross sale proceeds $120K

Approx. exercise cost $1.33M

Type	Security	Shares	Price	Value
Sale	Common Stock ^F3	3,506	$34.11	$120K
Exercise	Capped Value Appreciation Rights ^{F1, F2, F4}	92,187	$0.00	$0.00
Exercise	Common Stock ^{F1, F2}	92,187	$14.46	$1.33M
Disposition	Common Stock ^{F1, F2}	85,886	$33.65	$2.89M

Holdings After Transaction: Capped Value Appreciation Rights — 921,875 contracts (Direct); Common Stock — 257,075 shares (Direct)

Footnotes (4)

F1. On July 28, 2025, the Reporting Person was granted capped value appreciation rights ("CVARs"), as previously reported in a Form 4 filed on July 30, 2025, that entitle the Reporting Person to receive a payment equal to the product of (i) the number of vested CVARs multiplied by (ii) the excess (if any) of (A) the fair market value of the Issuer's common stock (capped at $16.76 per share) as of the relevant date of determination over (B) the applicable hurdle price of $14.46 (the "CVAR Amount"). The CVARs will then settle into a number of shares of common stock of the Issuer determined by dividing (i) the CVAR Amount by (ii) the fair market value of the Issuer's common stock as of such date.
F2. On October 1, 2026, the Service Requirement (as defined in Footnote 4), Performance Requirement (as defined in Footnote 4), Knock-In Requirement (as defined in Footnote 4), and hurdle price applicable to 92,187 vested CVARs were satisfied and, accordingly, the CVARs were settled into shares of the Issuer's common stock, determined by dividing (i) the CVAR Amount by (ii) the closing price of a share of the Issuer's common stock on October 1, 2026.
F3. 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 CVARs. 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.
F4. These CVARs vest on the first date that each of (i) the Service Requirement, (ii) the Performance Requirement, and (iii) the Knock-in Requirement have been satisfied. The "Service Requirement" is satisfied as follows: (i) 25% of the CVARs vested on April 1, 2026; and (ii) the remaining 75% vests in twelve (12) equal quarterly installments thereafter, subject to the Reporting Person's continuous service to the Issuer or an affiliate on each such vesting date. The "Performance Requirement" is tied to the achievement of a specified clinical development activity at the Issuer, which requirement was met as of March 31, 2026. The "Knock-in Requirement" requires that the price of the Issuer's common stock at each applicable vesting date must be equal to or greater than $16.76 per share.

Key Figures

CVARs settled: 92,187 CVARs CVAR hurdle price: $14.46 per share CVAR fair-market-value cap: $16.76 per share +5 more

8 metrics

CVARs settled 92,187 CVARs Settled into common stock on October 1, 2026

CVAR hurdle price $14.46 per share Applicable to the CVAR settlement

CVAR fair-market-value cap $16.76 per share Cap used in the CVAR settlement formula

Disposition to issuer 85,886 common shares Reported at $33.65 per share

Disposition price to issuer $33.65 per share Reported disposition of common shares to the issuer

Shares sold for tax withholding 3,506 shares Sold on October 2, 2026

Sale price $34.11 per share October 2, 2026 sale to cover tax withholding

CVARs remaining 921,875 CVARs Reported after the October 1, 2026 settlement

Key Terms

CVARs, hurdle price, Service Requirement, Knock-in Requirement, +1 more

5 terms

CVARs financial

"capped value appreciation rights ("CVARs")"

hurdle price financial

"the applicable hurdle price of $14.46"

Service Requirement technical

"The "Service Requirement" is satisfied as follows"

Knock-in Requirement technical

"The "Knock-in Requirement" requires that the price"

sell to cover financial

""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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many IMVT shares did CEO Eric Venker sell, and at what price?

Eric Venker sold 3,506 shares at $34.11 per share on October 2, 2026, to cover tax withholding. Immunovant required the sell-to-cover transaction, which was not discretionary; no Rule 10b5-1 plan is reported.

What happened to Eric Venker's IMVT CVARs?

On October 1, 2026, 92,187 CVARs met the service, performance, knock-in and hurdle-price requirements and settled into common shares. The settlement amount was based on the excess, if any, of the common stock’s fair market value, capped at $16.76 per share, over the $14.46 hurdle price, and was divided by the October 1 closing price.

What were the vesting requirements for Eric Venker's IMVT CVARs?

The service requirement provided for 25% of the CVARs to vest on April 1, 2026, with the remaining 75% vesting in 12 equal quarterly installments, subject to continuous service. The performance requirement was met as of March 31, 2026; the knock-in requirement called for the stock price to be at least $16.76 per share at each applicable vesting date.

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

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Available on EDGAR 10/05/2026 - 07:42 PM Accepted by SEC EDGAR 10/05/2026 - 07:42 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^*

Venker Eric

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026

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	10/01/2026		M⁽¹⁾⁽²⁾		92,187⁽¹⁾⁽²⁾	A	$14.46⁽¹⁾⁽²⁾	346,467	D
Common Stock	10/01/2026		D⁽¹⁾⁽²⁾		85,886⁽¹⁾⁽²⁾	D	$33.65⁽¹⁾⁽²⁾	260,581	D
Common Stock	10/02/2026		S⁽³⁾		3,506	D	$34.11	257,075	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)
Capped Value Appreciation Rights	$14.46⁽¹⁾⁽²⁾	10/01/2026		M⁽¹⁾⁽²⁾			92,187⁽¹⁾⁽²⁾	⁽²⁾⁽⁴⁾	04/01/2030	Common Stock	92,187⁽¹⁾⁽²⁾	$0	921,875	D

Explanation of Responses:

1. On July 28, 2025, the Reporting Person was granted capped value appreciation rights ("CVARs"), as previously reported in a Form 4 filed on July 30, 2025, that entitle the Reporting Person to receive a payment equal to the product of (i) the number of vested CVARs multiplied by (ii) the excess (if any) of (A) the fair market value of the Issuer's common stock (capped at $16.76 per share) as of the relevant date of determination over (B) the applicable hurdle price of $14.46 (the "CVAR Amount"). The CVARs will then settle into a number of shares of common stock of the Issuer determined by dividing (i) the CVAR Amount by (ii) the fair market value of the Issuer's common stock as of such date.

2. On October 1, 2026, the Service Requirement (as defined in Footnote 4), Performance Requirement (as defined in Footnote 4), Knock-In Requirement (as defined in Footnote 4), and hurdle price applicable to 92,187 vested CVARs were satisfied and, accordingly, the CVARs were settled into shares of the Issuer's common stock, determined by dividing (i) the CVAR Amount by (ii) the closing price of a share of the Issuer's common stock on October 1, 2026.

3. 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 CVARs. 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.

4. These CVARs vest on the first date that each of (i) the Service Requirement, (ii) the Performance Requirement, and (iii) the Knock-in Requirement have been satisfied. The "Service Requirement" is satisfied as follows: (i) 25% of the CVARs vested on April 1, 2026; and (ii) the remaining 75% vests in twelve (12) equal quarterly installments thereafter, subject to the Reporting Person's continuous service to the Issuer or an affiliate on each such vesting date. The "Performance Requirement" is tied to the achievement of a specified clinical development activity at the Issuer, which requirement was met as of March 31, 2026. The "Knock-in Requirement" requires that the price of the Issuer's common stock at each applicable vesting date must be equal to or greater than $16.76 per share.

Remarks:

	/s/ Tiago Girao, Attorney-in-Fact for Eric Venker	10/05/2026
	** 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