Immunovant (IMVT) CTO sells 1,977 shares to cover taxes

Rhea-AI Filing Summary

Immunovant Chief Technology Officer Jay S. Stout reported selling 1,977 shares of common stock at $26.03 per share. After this sale, he beneficially owns 197,634 shares directly.

The filing explains that this sale was not a discretionary trade. It was a mandated “sell to cover” transaction to satisfy tax withholding obligations arising from the vesting and settlement of restricted stock units. Of an earlier grant of 100,000 RSUs made on April 17, 2023, 6,250 RSUs vested on January 17, 2026, triggering the tax-related sale.

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

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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.

320 W 37TH STREET, 6TH FLOOR

(Street)

NEW YORK NY 10018

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	01/21/2026		S		1,977(1)	D	$26.03	197,634	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 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 January 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.

Remarks:

	/s/ Tiago Girao, attorney-in-fact for Jay Stout	01/23/2026
	** 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).
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FAQ

What insider transaction did Immunovant (IMVT) disclose in this Form 4?

The filing reports that Chief Technology Officer Jay S. Stout sold 1,977 shares of Immunovant common stock on January 21, 2026, at $26.03 per share.

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

Following the reported sale, Chief Technology Officer Jay S. Stout beneficially owns 197,634 shares of Immunovant common stock directly.

Why did Immunovant CTO Jay S. Stout sell 1,977 shares?

The sale was conducted to cover tax withholding obligations related to the vesting and settlement of restricted stock units, under a mandated “sell to cover” election by the company, and is described as not a discretionary transaction by the reporting person.

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

On April 17, 2023, the holder was granted 100,000 restricted stock units (RSUs). Of these, 6,250 RSUs vested on January 17, 2026, which led to the tax-related sale reported in this Form 4.

Is the share sale by Immunovant’s CTO described as discretionary?

No. The filing states that the sale is mandated by the issuer’s election to satisfy tax withholding obligations via a “sell to cover” transaction and does not represent a discretionary transaction by the CTO.

What role does Jay S. Stout hold at Immunovant (IMVT)?

Jay S. Stout is identified as an officer of Immunovant, serving as the company’s Chief Technology Officer.