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Lyell Immunopharma (LYEL) director receives 9,250-share option grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Lyell Immunopharma director Cathy Friedman received a compensatory stock option grant for 9,250 shares of common stock. The option has an exercise price of $13.22 per share and expires on June 9, 2036. All share amounts reflect Lyell’s 1-for-20 reverse stock split effective May 30, 2025.

The option will vest on the earlier of the next annual stockholder meeting following June 10, 2026 (or immediately before that date if her board service ends at that meeting) or the first anniversary of June 10, 2026, subject to her continuous service. The filing also reports 5,000 shares held by The Duane Irrevocable Trust 2020 and 11,818 shares held by the Duane Family Trust, where Friedman is a trustee and disclaims beneficial ownership except to any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider FRIEDMAN CATHY
Role null
Type Security Shares Price Value
Grant/Award Option (right to buy) 9,250 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Option (right to buy) — 9,250 shares (Direct, null); Common Stock — 11,818 shares (Indirect, MSL FBO J DUANE & C FRIEDMAN TTEE DUANE FAMILY TRUST)
Footnotes (1)
  1. On May 30, 2025, the Issuer effected a 1-for-20 reverse stock split of its common stock. All share and amounts reported herein reflect the reverse stock split. The Reporting Person is a trustee of MSL FBO J DUANE & C FRIEDMAN TTEE DUANE FAMILY TRUST ("Duane Family Trust") and therefore may be deemed to share the power to direct the disposition and vote of the shares held by the Duane Family Trust. The Reporting Person disclaims beneficial ownership of all shares held by Duane Family Trust except to any pecuniary interest therein. The Reporting Person is a trustee of The Duane Irrevocable Trust 2020 ("Duane Irrevocable Trust") and therefore may be deemed to share the power to direct the disposition and vote of the shares held by the Duane Irrevocable Trust. The Reporting Person disclaims beneficial ownership of all shares held by Duane Irrevocable Trust except to any pecuniary interest therein. The option shares shall vest on the earlier of (a) the date of the next annual meeting of the stockholders that occurs following June 10, 2026 (or the date immediately prior to such date if the Reporting Person's service as a director ends at such annual meeting due to the Reporting Person's failure to be reelected or the Reporting Person not standing for re-election); or (b) the first anniversary of June 10, 2026, subject to the Reporting Person providing continuous service through such date.
Option grant size 9,250 shares Stock option covering common stock
Option exercise price $13.22 per share Exercise price for 9,250-share option
Option expiration date June 9, 2036 Expiration of director stock option
Reverse stock split ratio 1-for-20 Effective May 30, 2025
Shares in Duane Irrevocable Trust 2020 5,000 shares Indirect holdings reported
Shares in Duane Family Trust 11,818 shares Indirect holdings reported
1-for-20 reverse stock split financial
"On May 30, 2025, the Issuer effected a 1-for-20 reverse stock split"
The Duane Irrevocable Trust 2020 financial
"The Reporting Person is a trustee of The Duane Irrevocable Trust 2020"
Duane Family Trust financial
"trustee of MSL FBO J DUANE & C FRIEDMAN TTEE DUANE FAMILY TRUST"
pecuniary interest financial
"disclaims beneficial ownership of all shares held ... except to any pecuniary interest therein"
stock option financial
"The option shares shall vest on the earlier of (a) the date of the next annual meeting"
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
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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).
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*
FRIEDMAN CATHY

(Last)(First)(Middle)
C/O LYELL IMMUNOPHARMA, INC.
201 HASKINS WAY, SUITE 101

(Street)
SOUTH SAN FRANCISCO CALIFORNIA 94080

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Lyell Immunopharma, Inc. [ LYEL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026
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 Stock11,818(1)IMSL FBO J DUANE & C FRIEDMAN TTEE DUANE FAMILY TRUST(2)
Common Stock5,000(1)IThe Duane Irrevocable Trust 2020(3)
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
Option (right to buy)$13.2206/10/2026A9,250 (4)06/09/2036Common Stock9,250$09,250D
Explanation of Responses:
1. On May 30, 2025, the Issuer effected a 1-for-20 reverse stock split of its common stock. All share and amounts reported herein reflect the reverse stock split.
2. The Reporting Person is a trustee of MSL FBO J DUANE & C FRIEDMAN TTEE DUANE FAMILY TRUST ("Duane Family Trust") and therefore may be deemed to share the power to direct the disposition and vote of the shares held by the Duane Family Trust. The Reporting Person disclaims beneficial ownership of all shares held by Duane Family Trust except to any pecuniary interest therein.
3. The Reporting Person is a trustee of The Duane Irrevocable Trust 2020 ("Duane Irrevocable Trust") and therefore may be deemed to share the power to direct the disposition and vote of the shares held by the Duane Irrevocable Trust. The Reporting Person disclaims beneficial ownership of all shares held by Duane Irrevocable Trust except to any pecuniary interest therein.
4. The option shares shall vest on the earlier of (a) the date of the next annual meeting of the stockholders that occurs following June 10, 2026 (or the date immediately prior to such date if the Reporting Person's service as a director ends at such annual meeting due to the Reporting Person's failure to be reelected or the Reporting Person not standing for re-election); or (b) the first anniversary of June 10, 2026, subject to the Reporting Person providing continuous service through such date.
/s/ Mark Meltz, Attorney-in-Fact06/11/2026
** 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)

FAQ

What insider transaction did Cathy Friedman report for Lyell Immunopharma (LYEL)?

Cathy Friedman reported receiving a stock option grant for 9,250 shares of Lyell Immunopharma common stock. The option was granted as compensation, carries a $13.22 exercise price, and is scheduled to vest based on future service and the timing of Lyell’s next annual meeting.

What are the key terms of Cathy Friedman’s 9,250-share option grant at Lyell (LYEL)?

The option covers 9,250 shares of Lyell common stock at a $13.22 exercise price and expires June 9, 2036. All share figures reflect a 1-for-20 reverse stock split effective May 30, 2025, aligning this grant with Lyell’s adjusted capital structure.

How does Cathy Friedman’s option grant in LYEL vest over time?

The 9,250-share option vests on the earlier of Lyell’s next annual stockholder meeting after June 10, 2026, or the first anniversary of June 10, 2026. Vesting requires Cathy Friedman to provide continuous service as a director through the applicable vesting date.

What indirect Lyell (LYEL) share holdings are disclosed for Cathy Friedman?

The filing shows 5,000 Lyell shares held by The Duane Irrevocable Trust 2020 and 11,818 shares held by the Duane Family Trust. Cathy Friedman is a trustee of both trusts and disclaims beneficial ownership except for any pecuniary interest she may have in those shares.

How did Lyell’s 1-for-20 reverse stock split affect the amounts in this Form 4?

Lyell completed a 1-for-20 reverse stock split on May 30, 2025, consolidating every 20 shares into one. All share and option amounts in this Form 4, including the 9,250-share option grant and trust holdings, are reported on a post-split basis consistent with the new share count.

Does the Form 4 indicate any open-market buying or selling of LYEL shares by Cathy Friedman?

The Form 4 does not show open-market purchases or sales; it reports a grant of 9,250 stock options as compensation and updated indirect holdings in two trusts. The grant reflects an acquisition of derivative securities rather than a market trade in Lyell common stock.