Immunovant (NASDAQ: IMVT) CTO sells shares to cover RSU tax withholding

Rhea-AI Filing Summary

Immunovant, Inc. reported insider share sales by its Chief Technology Officer, Jay Stout, tied to RSU tax withholding. On January 7, 2026, he sold 1,148 shares of common stock at a weighted average price of $26.51 per share and 55 shares at a weighted average price of $26.92 per share. These sales were executed to cover tax withholding obligations from the vesting and settlement of restricted stock units and were mandated by the company’s “sell to cover” election, rather than being discretionary trades. Following the reported transactions, he directly held 199,611 shares of Immunovant common stock.

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)
01/07/2026

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	01/07/2026		S		1,148(1)	D	$26.51(2)	199,666	D
Common Stock	01/07/2026		S		55(1)	D	$26.92(3)	199,611	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 2, 2024, the holder was granted 54,978 restricted stock units ("RSUs"), as previously reported on a Form 4 filed on April 4, 2024, of which 3,436 of these RSUs vested on January 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.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.90 - $26.89 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 $26.91 - $26.94 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	01/09/2026
	** 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.
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FAQ

What insider transaction did Immunovant (IMVT) report for its CTO?

Immunovant reported that its Chief Technology Officer, Jay Stout, sold shares of common stock on January 7, 2026 in connection with restricted stock unit vesting and related tax withholding.

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

Jay Stout sold 1,148 shares of Immunovant common stock at a weighted average price of $26.51 per share and 55 shares at a weighted average price of $26.92 per share on January 7, 2026.

Why did the Immunovant CTO sell shares in this Form 4 filing?

The filing explains that the shares were sold to cover tax withholding obligations arising from the vesting and settlement of previously granted restricted stock units (RSUs) under a company-mandated “sell to cover” arrangement.

How many Immunovant (IMVT) shares does the CTO own after these transactions?

After the reported January 7, 2026 sales, Jay Stout beneficially owned 199,611 shares of Immunovant common stock directly.

What RSUs are referenced in this Immunovant insider filing?

The footnotes state that on April 2, 2024, the holder was granted 54,978 RSUs, of which 3,436 RSUs vested on January 2, 2026, triggering the tax withholding and related sell-to-cover share sales.

Were the Immunovant CTO’s share sales discretionary trades?

No. The filing notes that the sale is mandated by Immunovant’s election to satisfy tax withholding through a “sell to cover” transaction and does not represent a discretionary transaction by the reporting person.