Lyell Immunopharma holder transfers 44,000 shares

Innovative Cellular Therapeutics Holdings Ltd, a 10% owner of Lyell Immunopharma, Inc., transferred 44,000 shares of common stock to Wuxiong, Inc. as broker commission tied to a first Development Milestone under a license agreement.

Rhea-AI Filing Summary

Innovative Cellular Therapeutics Holdings Ltd, a 10% owner of Lyell Immunopharma, Inc., transferred 44,000 shares of common stock to Wuxiong, Inc. as broker commission tied to a first Development Milestone under a license agreement. The transfer involved no cash consideration and is classified as an “other” disposition. After this transaction, the reporting holder beneficially owns 2,774,980 shares of Lyell common stock.

Insider Trade Summary

Other: 44,000 shares

Other 1 txn

Insider Innovative Cellular Therapeutics Holdings Ltd

Role 10% Owner

Type	Security	Shares	Price	Value
Other	Common Stock F1, F2	44,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 2,774,980 shares (Direct)

Footnotes (2)

1. F1. Represents shares of Common Stock transferred by the Reporting Person to Wuxiong, Inc. as broker commission in connection with the first Development Milestone payment (as defined in Section 6.2(a) of the License Agreement, dated November 6, 2025, between the Issuer and the Reporting Person). The transaction was a transfer of securities for no cash consideration to the Reporting Person and is reported under transaction code J.
2. F2. Reflects 2,818,980 shares of Common Stock beneficially owned by the Reporting Person immediately prior to the reported transaction, less the 44,000 shares transferred.

Key Figures

Shares transferred: 44,000 shares of Common Stock Shares beneficially owned after transaction: 2,774,980 shares of Common Stock Shares beneficially owned before transaction: 2,818,980 shares of Common Stock +3 more

6 metrics

Shares transferred 44,000 shares of Common Stock Transferred on 2026-07-27 to Wuxiong, Inc. as broker commission

Shares beneficially owned after transaction 2,774,980 shares of Common Stock Beneficial ownership of Innovative Cellular after the reported disposition

Shares beneficially owned before transaction 2,818,980 shares of Common Stock Holdings immediately prior to transferring 44,000 shares as broker commission

Per-share transaction price $0.0000 per share Transfer of shares for no cash consideration to the reporting person

Transaction date 2026-07-27 Date of the “other” disposition reported on Form 4

License Agreement date November 6, 2025 Date of License Agreement referenced for the first Development Milestone payment

Key Terms

Development Milestone, License Agreement, beneficially owned, broker commission

4 terms

Development Milestone financial

"in connection with the first Development Milestone payment"

License Agreement regulatory

"as defined in Section 6.2(a) of the License Agreement"

A license agreement is a contract where the owner of intellectual property, technology, a brand, or other rights gives another party permission to use those assets under specified conditions, usually for fees, royalties or other payments. For investors it matters because such deals create or limit predictable revenue streams, affect profit margins, transfer legal and commercial risk, and can determine how quickly a company can grow — like renting out a patented tool to earn steady income while keeping ownership.

beneficially owned financial

"Reflects 2,818,980 shares of Common Stock beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

broker commission financial

"transferred by the Reporting Person to Wuxiong, Inc. as broker commission"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did LYEL holder Innovative Cellular report?

Innovative Cellular Therapeutics Holdings Ltd reported an “other” disposition of 44,000 shares of Lyell Immunopharma common stock. The shares were transferred as broker commission connected to a first Development Milestone under a license agreement between Innovative Cellular and Lyell Immunopharma.

How many Lyell Immunopharma (LYEL) shares were transferred and to whom?

The reporting holder transferred 44,000 shares of Lyell Immunopharma common stock to Wuxiong, Inc.. The transfer served as broker commission in connection with the first Development Milestone payment under a license agreement between Lyell Immunopharma and Innovative Cellular Therapeutics Holdings Ltd.

Did Innovative Cellular receive cash for the LYEL share transfer?

No cash was received for this transaction; the 44,000 shares were transferred as commission. Footnote disclosure states it was a transfer of securities for no cash consideration, functioning as payment of broker commission tied to a Development Milestone payment obligation.

How many Lyell Immunopharma (LYEL) shares does Innovative Cellular hold after the transaction?

After transferring 44,000 shares, Innovative Cellular beneficially owns 2,774,980 shares of Lyell Immunopharma common stock. A footnote explains this reflects 2,818,980 shares held immediately before the transaction, reduced by the 44,000-share commission transfer to Wuxiong, Inc.

Was the LYEL insider transaction made under a Rule 10b5-1 trading plan?

The transaction was not reported as occurring under a Rule 10b5-1 trading plan. The Rule 10b5-1 affirmation box for the reporting person is not checked, indicating the disposition was not executed pursuant to a pre-arranged trading plan.

What agreement is linked to the LYEL insider’s broker commission transfer?

The broker commission transfer of 44,000 shares relates to the first Development Milestone payment under a License Agreement dated November 6, 2025. That agreement is between Lyell Immunopharma, Inc. and Innovative Cellular Therapeutics Holdings Ltd, the reporting ten-percent owner.

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

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Available on EDGAR 07/27/2026 - 09:14 PM Accepted by SEC EDGAR 07/27/2026 - 09:14 PM Learn about SEC filing dates

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^*

Innovative Cellular Therapeutics Holdings Ltd

(Last) (First) (Middle)

190 ELGIN AVENUE

(Street)

GEORGE TOWN KY1-9008

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

2. Issuer Name and Ticker or Trading Symbol
Lyell Immunopharma, Inc. [ LYEL ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/27/2026		J		44,000(1)	D	$0	2,774,980(2)	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

Explanation of Responses:

1. Represents shares of Common Stock transferred by the Reporting Person to Wuxiong, Inc. as broker commission in connection with the first Development Milestone payment (as defined in Section 6.2(a) of the License Agreement, dated November 6, 2025, between the Issuer and the Reporting Person). The transaction was a transfer of securities for no cash consideration to the Reporting Person and is reported under transaction code J.

2. Reflects 2,818,980 shares of Common Stock beneficially owned by the Reporting Person immediately prior to the reported transaction, less the 44,000 shares transferred.

	Innovative Cellular Therapeutics Holdings Limited By: /s/ Lei Xiao Name: Lei Xiao Title: Chief Executive Officer	07/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)