STOCK TITAN

Invivyd (NASDAQ: IVVD) CFO sells 40,780 shares to pay taxes

(Neutral)
(Negative)
Form Type
4

Rhea-AI Filing Summary

Invivyd, Inc. (IVVD) reported that its Chief Financial Officer, William E. Duke, converted 102,000 restricted stock units into an equal number of common shares on August 15, 2026, as part of a scheduled vesting. The underlying RSU award vests in thirds every six months over an eighteen‑month period from February 15, 2025. To cover tax withholding from this vesting, he then sold a total of 40,780 shares of common stock in open-market, non‑discretionary sell‑to‑cover transactions pursuant to a pre‑arranged Rule 10b5‑1 plan adopted on February 20, 2025, at weighted average prices of $0.722 (range $0.682–$0.830) on August 17 and $0.8429 (range $0.760–$0.872) on August 18.

Positive

  • None.

Negative

  • None.
Insider Duke William E.
Role Chief Financial Officer
Sold 40,780 shs ($32K)
Approx. gross sale proceeds $32K
Type Security Shares Price Value
Sale Common Stock F2, F4 18,425 $0.8429 $16K
Sale Common Stock F2, F3 22,355 $0.722 $16K
Exercise Restricted Stock Units F1, F5 102,000 $0.00 $0.00
Exercise Common Stock F1 102,000 -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 168,937 shares (Direct)
Footnotes (5)
  1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of Invivyd, Inc. (the "Company").
  2. F2. 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. F3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $0.682 to $0.830, 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. F4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $0.760 to $0.872, 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. F5. 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.
RSUs converted 102,000 shares Restricted stock units converted into common stock on August 15, 2026
Shares sold for taxes 40,780 shares Total common shares sold in sell-to-cover transactions on August 17–18, 2026
Weighted average sale price (Aug 17) $0.722 per share 22,355 shares sold at prices ranging from $0.682 to $0.830
Weighted average sale price (Aug 18) $0.8429 per share 18,425 shares sold at prices ranging from $0.760 to $0.872
10b5-1 plan adoption date February 20, 2025 Date the CFO adopted the Rule 10b5-1 trading plan used for these sales
RSU vesting period 18 months RSU award vests one-third every six months from February 15, 2025
restricted stock unit financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Rule 10b5-1 plan regulatory
"transactions pursuant to a Rule 10b5-1 plan adopted by the Reporting Person"
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
sell-to-cover financial
"shares sold to satisfy the Reporting Person's tax withholding obligations upon vesting of an RSU award in non-discretionary "sell-to-cover" transactions"
Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.
weighted average price financial
"The price reported in Column 4 is a weighted average price. The shares were sold"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

FAQ

What insider transactions did Invivyd (IVVD) report for CFO William E. Duke?

Invivyd reported that CFO William E. Duke converted 102,000 RSUs into common stock on August 15, 2026 and then sold 40,780 shares in sell-to-cover transactions on August 17 and 18, 2026 to satisfy tax withholding obligations.

How many Invivyd (IVVD) shares did the CFO sell and at what prices?

The CFO sold 40,780 shares of Invivyd common stock: 22,355 shares at a weighted average of $0.722 (range $0.682–$0.830) and 18,425 shares at a weighted average of $0.8429 (range $0.760–$0.872).

Were the recent Invivyd (IVVD) insider sales made under a Rule 10b5-1 plan?

Yes. The filing states the sales were non-discretionary sell-to-cover transactions made under a Rule 10b5-1 plan adopted by the CFO on February 20, 2025, in connection with RSU vesting-related tax obligations.

What RSU vesting did Invivyd (IVVD) disclose for its CFO?

The CFO holds an RSU award of which 102,000 units vested on August 15, 2026. The award vests over 18 months, with one-third vesting every six months from the February 15, 2025 grant date, contingent on continued service.

What type of securities were involved in the Invivyd (IVVD) Form 4 filing?

The transactions involved restricted stock units that convert into common stock and the resulting Invivyd common shares. 102,000 RSUs were converted into common stock, and 40,780 of those shares were sold to cover taxes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
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*
Duke William E.

(Last)(First)(Middle)
C/O INVIVYD, INC.
205 CHURCH STREET

(Street)
NEW HAVEN CONNECTICUT 06510

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Invivyd, Inc. [ IVVD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/15/2026M102,000A(1)209,717D
Common Stock08/17/2026S22,355(2)D$0.722(3)187,362D
Common Stock08/18/2026S18,425(2)D$0.8429(4)168,937D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)08/15/2026M102,000 (5) (5)Common Stock102,000$0.000D
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 $0.682 to $0.830, 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 $0.760 to $0.872, 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.
/s/ Jill Andersen attorney-in-fact for William E. Duke08/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)