IVVD Form 4: 99,000 RSUs Vest; Sell-to-Cover Sales Total 49,656 Shares

Rhea-AI Filing Summary

Julie Green, Chief Human Resources Officer of Invivyd, Inc. (IVVD), reported RSU vesting and sell-to-cover sales in mid-August 2025. The Form 4 shows the vesting of 99,000 restricted stock units on 08/15/2025 and subsequent nondiscretionary sales executed under a Rule 10b5-1 plan to satisfy tax-withholding: 20,013 shares sold on 08/18/2025 at a weighted average price of $0.6502 and 29,643 shares sold on 08/19/2025 at a weighted average price of $0.5666. After these transactions the report lists 49,344 shares beneficially owned directly following the 08/19/2025 sale. The filing discloses the 10b5-1 plan adoption date of February 20, 2025, and that the RSUs vest in three equal tranches over 18 months beginning February 15, 2025.

Positive

• Disclosure of 10b5-1 plan adoption (February 20, 2025) indicating pre-specified trading instructions
• Clear vesting schedule for the RSU award: one-third vests every six months over 18 months
• Reporting commitment to provide detailed per-trade pricing information upon request

Negative

• Insider sold a total of 49,656 shares via sell-to-cover transactions on 08/18/2025 and 08/19/2025 to satisfy tax withholding
• Direct beneficial ownership decreased to 49,344 shares following the 08/19/2025 sale

Insights

Securities Compliance Analyst

TL;DR: Routine RSU vesting with sell-to-cover tax sales under a disclosed 10b5-1 plan; no other material events disclosed.

The Form 4 documents a standard compensation-related issuance and corresponding sales to cover tax withholding. The reporting person adopted a 10b5-1 plan on February 20, 2025, and the sales are identified as nondiscretionary "sell-to-cover" transactions, which supports the affirmative defense against insider trading claims. Prices are disclosed as weighted averages with ranges for the underlying executions.

Corporate Governance Expert

TL;DR: Insider retained direct ownership after tax-related sales; disclosure is clear and follows standard practice.

The filing shows the RSU grant terms and vesting schedule explicitly and quantifies the shares sold to satisfy tax obligations. The disclosure that the filer will provide detailed per-price sale information on request enhances transparency. No additional governance or compensation changes are reported.

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

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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).

X

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^*

Green Julie

(Last) (First) (Middle)

C/O INVIVYD, INC.

1601 TRAPELO ROAD, SUITE 178

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Invivyd, Inc. [ IVVD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		M		99,000	A	(1)	99,000	D
Common Stock	08/18/2025		S		20,013(2)	D	$0.6502(3)	78,987	D
Common Stock	08/19/2025		S		29,643(2)	D	$0.5666(4)	49,344	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
Restricted Stock Units	(1)	08/15/2025		M			99,000	(5)	(5)	Common Stock	99,000	$0.00	201,000	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of Invivyd, Inc. (the "Company").

2. The sales reported on this Form 4 represent shares sold to satisfy the Reporting Person's tax withholding obligations upon vesting of an RSU award in non-discretionary "sell-to-cover" transactions pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on February 20, 2025.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $0.5801 to $0.7134, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the U.S. Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.

4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $0.5524 to $0.6040, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (4) to this Form 4.

5. This RSU award vests over an eighteen-month period, with one-third of the RSUs vesting every six months following the grant date of February 15, 2025, subject to the Reporting Person's continuous service as of each vesting date.

Remarks:

Exhibit 24.1: Power of Attorney

	/s/ Jill Andersen attorney-in-fact for Julie Green	08/19/2025
	** 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.
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FAQ

What did Julie Green report on Form 4 for IVVD?

She reported the vesting of 99,000 RSUs on 08/15/2025 and sell-to-cover sales of 20,013 and 29,643 shares on 08/18/2025 and 08/19/2025.

Why were shares sold according to the Form 4 for IVVD?

The sales were nondiscretionary sell-to-cover transactions to satisfy tax withholding obligations upon RSU vesting.

Were the sales part of a trading plan for IVVD insider Julie Green?

Yes. The Form 4 states the sales were pursuant to a Rule 10b5-1 plan adopted on February 20, 2025.

What prices were reported for the shares sold by the IVVD reporting person?

Weighted average prices are reported: $0.6502 for the 08/18/2025 sales and $0.5666 for the 08/19/2025 sales, with per-trade ranges disclosed in footnotes.

How many shares does Julie Green beneficially own after these transactions?

The Form 4 shows 49,344 shares beneficially owned directly following the 08/19/2025 sale.