IN8bio (INAB) grants 80,000 stock options to its President and COO

Rhea-AI Filing Summary

IN8bio, Inc. reported an equity award to its President and COO, Kate Rochlin, on a Form 4. On February 4, 2026, she received an employee stock option covering 80,000 shares of common stock at an exercise price of $1.96 per share, held directly.

The option expires on February 4, 2036. Vesting is time-based: 25% of the option vests on February 4, 2027, with the remaining shares vesting in 36 equal monthly installments thereafter, contingent on her continued service with the company.

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^*

Rochlin Kate

(Last) (First) (Middle)

C/O IN8BIO, INC.

350 5TH AVE. SUITE 5330

(Street)

NEW YORK NY 10118

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IN8BIO, INC. [ INAB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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

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
Employee Stock Option (right to buy)	$1.96	02/04/2026		A		80,000		(1)	02/04/2036	Common Stock	80,000	$0	80,000	D

Explanation of Responses:

1. Twenty-five percent (25%) of the shares subject to the option shall vest on February 4, 2027 and the remaining shares subject to the option shall vest in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person continuing to provide service through each such date.

	/s/ William Ho, Attoney-in-Fact	02/06/2026
	** 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 did IN8bio (INAB) disclose in this Form 4 filing?

IN8bio disclosed that President and COO Kate Rochlin received an employee stock option for 80,000 common shares at a $1.96 exercise price. The award is held directly and represents equity-based compensation that may be exercised over time as the option vests.

How many stock options did IN8bio (INAB) grant to its President and COO?

IN8bio granted President and COO Kate Rochlin an employee stock option covering 80,000 shares of common stock. These options give her the right to purchase shares at $1.96 per share once they vest and before the option’s expiration date in 2036.

What is the vesting schedule for Kate Rochlin’s IN8bio (INAB) stock options?

Twenty-five percent of the 80,000-share option vests on February 4, 2027. The remaining 75% then vests in thirty-six equal monthly installments, as long as she continues providing service to IN8bio through each vesting date specified in the award terms.

What is the exercise price and expiration date of the IN8bio (INAB) option grant?

The employee stock option granted to Kate Rochlin has an exercise price of $1.96 per share. The option expires on February 4, 2036, giving her a long window to potentially exercise the award as portions vest over time under the vesting schedule.

How many derivative securities does Kate Rochlin beneficially own after this IN8bio (INAB) transaction?

After this transaction, Kate Rochlin beneficially owns 80,000 derivative securities in the form of employee stock options. The Form 4 indicates these options are held directly, and all 80,000 option units relate to underlying shares of IN8bio common stock.

Is this IN8bio (INAB) Form 4 transaction a purchase or sale of common stock?

The Form 4 reports a grant of an employee stock option, not a purchase or sale of common stock. It reflects an award of the right to buy up to 80,000 shares at $1.96 per share in the future, subject to vesting and continued service conditions.