IVVD Form 4: 99,000 RSUs Granted; 49,656 Shares Sold for Tax Withholding
Rhea-AI Filing Summary
Timothy Edward Lee, Chief Commercial Officer of Invivyd, Inc. (IVVD), reported equity activity arising from an RSU grant and subsequent sell-to-cover transactions executed under a Rule 10b5-1 plan.
On 08/15/2025 Mr. Lee was granted 99,000 RSUs (each converting to one share) that vest over 18 months with one-third vesting every six months. After accounting for the RSUs and existing holdings (including 10,000 shares from the company ESPP), the reported post-transaction beneficial ownership is 201,000 shares. To satisfy tax withholding upon RSU vesting, Mr. Lee sold 20,013 shares on 08/18/2025 at a weighted average price of $0.6502 and 29,643 shares on 08/19/2025 at a weighted average price of $0.5666. The sales were non-discretionary sell-to-cover transactions pursuant to a 10b5-1 plan adopted 02/20/2025.
Positive
- Transparent disclosure of RSU grant size, vesting schedule, and 10b5-1 plan adoption date
- Sell-to-cover sales were executed under a pre-established 10b5-1 plan, indicating non-discretionary tax withholding activity
- Reporting includes weighted-average prices and commitment to provide per-trade details on request
Negative
- None.
Insights
TL;DR: Routine RSU vesting with sell-to-cover tax sales limits dilution and indicates no discretionary insider selling.
The filing shows an RSU grant of 99,000 units vesting over 18 months and contemporaneous sell-to-cover disposals to satisfy withholding. The use of a 10b5-1 plan (adopted 02/20/2025) and disclosure of weighted-average sale prices provide procedural transparency. The net effect increased reported beneficial ownership to 201,000 shares, so these transactions are largely administrative rather than opportunistic cashing out.
TL;DR: Disclosure is compliant and detailed; sales were for tax withholding under a pre-established plan.
The Form 4 discloses material elements required for compliance: grant size, vesting schedule, adoption date of the 10b5-1 plan, and weighted-average sale price ranges with an offer to provide per-trade breakdowns on request. This level of disclosure supports good governance practices for executive equity awards and tax-related withholding sales.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 29,643 | $0.5666 | $17K |
| Sale | Common Stock | 20,013 | $0.6502 | $13K |
| Exercise | Restricted Stock Units | 99,000 | $0.00 | -- |
| Exercise | Common Stock | 99,000 | $0.00 | -- |
Footnotes (1)
- Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of Invivyd, Inc. (the "Company"). The reported ownership includes 10,000 shares of common stock acquired through the Company's Employee Stock Purchase Program. 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. 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 (4) to this Form 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 (5) to this Form 4. 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.
