Immunovant (IMVT) CTO offloads 3,487 shares in mandated RSU tax-withholding sales

Rhea-AI Filing Summary

Immunovant, Inc. Chief Technology Officer Jay S. Stout reported open-market sales totaling 3,487 shares of common stock on July 8, 2026. According to the footnotes, these trades were mandated “sell to cover” transactions to fund tax withholding triggered by the vesting and settlement of previously granted restricted stock units, rather than discretionary sales.

Insights

Equity compensation specialist

Non-discretionary tax-related sales tied to RSU vesting.

The reporting officer, Jay S. Stout, sold 3,487 shares of Immunovant common stock on July 8, 2026. All four transactions are coded as open-market sales, but the footnotes state they were executed solely to cover tax withholding on newly vested restricted stock units.

Footnotes describe RSU grants of 76,181 units (with 4,761 vesting on July 1, 2026) and 54,978 units (with 3,436 vesting on July 2, 2026). The issuer requires a “sell to cover” mechanism, so these trades are effectively tax-withholding events, not discretionary portfolio moves. Prices were reported as weighted averages around $39.53 and $39.99 per share, within ranges of $38.91–$39.89 and $39.92–$40.03.

Insider Trade Summary

Net Seller: 3,487 shares ($137,925)

Net Sell 4 txns

Insider Stout Jay S

Role Chief Technology Officer

Sold 3,487 shs ($138K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,906	$39.53	$75K
Sale	Common Stock	105	$39.99	$4K
Sale	Common Stock	1,399	$39.53	$55K
Sale	Common Stock	77	$39.99	$3K

Holdings After Transaction: Common Stock — 209,779 shares (Direct, null)

Footnotes (1)

1. On April 1, 2025, the holder was granted 76,181 restricted stock units ("RSUs"), as previously reported on a Form 4 filed on April 3, 2025, of which 4,761 of these RSUs vested on July 1, 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 $38.91 - $39.89 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.92 - $40.03 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. On April 2, 2024, the holder was granted 54,978 RSUs, as previously reported on a Form 4 filed on April 4, 2024, of which 3,436 of these RSUs vested on July 2, 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.

Key Figures

Shares sold: 3,487 shares Weighted average sale price 1: $39.53 per share Weighted average sale price 2: $39.99 per share +5 more

8 metrics

Shares sold 3,487 shares Total common shares sold on July 8, 2026 across four open-market transactions

Weighted average sale price 1 $39.53 per share Weighted average price for a portion of the July 8, 2026 sales

Weighted average sale price 2 $39.99 per share Weighted average price for another portion of the July 8, 2026 sales

RSU grant 1 76,181 RSUs Grant on April 1, 2025; 4,761 vested on July 1, 2026

RSU vesting 1 4,761 RSUs Portion of the 76,181 RSUs that vested on July 1, 2026

RSU grant 2 54,978 RSUs Grant on April 2, 2024; 3,436 vested on July 2, 2026

RSU vesting 2 3,436 RSUs Portion of the 54,978 RSUs that vested on July 2, 2026

Price ranges $38.91–$39.89 and $39.92–$40.03 Reported ranges for multiple trade executions underlying the weighted average prices

Key Terms

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

4 terms

restricted stock units ("RSUs") financial

"On April 1, 2025, the holder was granted 76,181 restricted stock units ("RSUs"), as previously"

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.

weighted average price financial

"The price reported is a weighted average price. These shares were sold in multiple transactions"

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.

tax withholding obligations financial

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/10/2026 - 04:13 PM Accepted by SEC EDGAR 07/10/2026 - 04:12 PM Learn about SEC filing dates

FAQ

What did Immunovant (IMVT) CTO Jay S. Stout report in this Form 4?

CTO Jay S. Stout reported selling 3,487 shares of Immunovant common stock on July 8, 2026. The filing explains these were mandated “sell to cover” transactions for tax withholding tied to vested restricted stock units.

How many IMVT shares did the CTO sell and at what prices?

The CTO sold 3,487 shares of Immunovant common stock. Weighted average prices were about $39.53 and $39.99 per share, within disclosed ranges of $38.91–$39.89 and $39.92–$40.03 across multiple trade executions.

Were Jay S. Stout’s IMVT share sales discretionary trades?

No. The filing states the sales were mandated “sell to cover” transactions. They were executed solely to satisfy tax withholding obligations arising from RSU vesting, and are described as not representing discretionary transactions by the reporting person.

Which RSU grants are linked to the July 2026 IMVT share sales?

The sales relate to RSU grants of 76,181 units (granted April 1, 2025) and 54,978 units (granted April 2, 2024). Footnotes note vesting of 4,761 and 3,436 RSUs on July 1 and July 2, 2026, respectively, triggering the tax-related sales.

What does “sell to cover” mean in the context of Immunovant (IMVT) RSUs?

“Sell to cover” means shares are automatically sold to pay taxes when RSUs vest. Immunovant elected this method for satisfying tax withholding, so the reported sales fund tax obligations rather than reflecting a voluntary portfolio decision by the executive.

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)
07/08/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/08/2026		S		1,906(1)	D	$39.53(2)	209,779	D
Common Stock	07/08/2026		S		105(1)	D	$39.99(3)	209,674	D
Common Stock	07/08/2026		S		1,399(4)	D	$39.53(2)	208,275	D
Common Stock	07/08/2026		S		77(4)	D	$39.99(3)	208,198	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On April 1, 2025, the holder was granted 76,181 restricted stock units ("RSUs"), as previously reported on a Form 4 filed on April 3, 2025, of which 4,761 of these RSUs vested on July 1, 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 $38.91 - $39.89 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.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.92 - $40.03 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.

4. On April 2, 2024, the holder was granted 54,978 RSUs, as previously reported on a Form 4 filed on April 4, 2024, of which 3,436 of these RSUs vested on July 2, 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.

Remarks:

	/s/ Tiago Girao, attorney-in-fact for Jay Stout	07/10/2026
	** 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)