[Form 4] MiNK Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

MiNK Therapeutics insider grant: Chief Executive Officer Jennifer Buell received 18,229 shares of common stock and a stock option to purchase 50,000 shares on September 9, 2025, as part of her 2024 performance bonus. The issued shares were valued at $15.36 per share on the grant date and are fully vested on issuance but subject to a lockup that releases 100% on October 9, 2025. The option has an exercise price of $15.36, vests over three years (one-third at the first anniversary, then eight equal quarterly installments) and expires September 9, 2035. Following the transactions, Buell beneficially owned 41,913 shares and held 50,000 options.

Positive

• Alignment: CEO awarded equity (18,229 shares and 50,000 options) tying compensation to shareholder value
• Retention incentives: Options vest over three years, promoting continued service

Negative

• Dilution risk: Issuance of shares and 50,000 options could dilute existing shareholders if options are exercised
• Near-term liquidity event: Shares are fully vested but subject to a lockup until October 9, 2025, concentrating a release date

Insights

Corporate Governance Expert

TL;DR: Equity awards align CEO incentives with shareholder value but include a short lockup and multi-year option vesting.

The award of 18,229 shares and 50,000 options signals compensation tied to performance rather than cash, which can strengthen alignment between management and investors. The full vesting of the shares at issuance, paired with a one-month lockup until October 9, 2025, limits immediate trading but provides near-term liquidity to the CEO after the lockup. The option’s three-year vesting schedule promotes retention. Investors should note the dilutionary effect of newly issued shares and potential future exercise of options, although sizes should be evaluated relative to total outstanding shares.

Securities Analyst

TL;DR: Compensation grant is routine and structured to retain the CEO while linking pay to share price performance.

The grant price and fair market value are identical at $15.36, indicating a market‑priced option rather than an in‑the‑money incentive. The 50,000‑share option exercisable through 2035 with staged vesting is standard retention compensation and will only be dilutive if exercised. The immediate beneficial ownership reported (41,913 shares) increases insider stake modestly, which can be interpreted as confidence by management but is not, by itself, material to valuation absent company‑level context on share count and outstanding options.

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^*

Buell Jennifer

(Last) (First) (Middle)

149 FIFTH AVENUE, SUITE 500

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MiNK Therapeutics, Inc. [ INKT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

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(1)	09/09/2025		A		18,229	A	$15.36(2)	41,913	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
Stock Option (Right to Buy)	$15.36	09/09/2025		A		50,000		(3)	09/09/2035	Common Stock	50,000	$0	50,000	D

Explanation of Responses:

1. Reflects the executive's 2024 performance bonus award paid in MiNK Therapeutics, Inc. common stock. The stock issued is fully-vested on the date of issuance but is subject to a lockup restriction with 100% of the award released on October 9, 2025.

2. $15.36 was the fair market value of MiNK Therapeutics, Inc. Common Stock on September 9, 2025, the stock issuance date.

3. The option vests over a three-year period, with one-third of the options vesting on the one-year anniversary of the date of grant, with the remainder vesting in eight equal quarterly installments thereafter, provided that the Reporting Person continues to serve on the Issuer's Board of Directors through such date.

	By: /s/ Christine Klaskin, Attorney-in-Fact	09/11/2025
	** 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.

FAQ

What did MiNK Therapeutics (INKT) disclose on this Form 4?

The CEO, Jennifer Buell, received 18,229 common shares and a stock option for 50,000 shares on 09/09/2025 as a 2024 performance bonus; the per‑share fair market value was $15.36.

Are the issued shares immediately tradable?

The shares are fully vested on issuance but are subject to a lockup restriction with 100% of the award released on October 9, 2025.

What are the terms of the stock option granted to the CEO?

The option has an exercise price of $15.36, vests over three years (one‑third at the one‑year anniversary, then eight equal quarterly installments) and expires on 09/09/2035.

How many shares does the CEO beneficially own after the transaction?

Following the transactions, the CEO beneficially owned 41,913 common shares and held 50,000 options.

Why were the shares issued to the CEO?

The filing states the shares reflect the executive’s 2024 performance bonus paid in common stock.