Innovative Cellular Therapeutics moves 76K Lyell (LYEL) shares as broker commission

Rhea-AI Filing Summary

Innovative Cellular Therapeutics Holdings Ltd, a major shareholder of Lyell Immunopharma, Inc., reported an internal share transfer classified as an "other" transaction. On June 29, it transferred 76,000 shares of Common Stock to Wuxiong, Inc. as broker commission related to an upfront payment under a prior license agreement, for no cash consideration.

Following this restructuring-type transfer, the reporting holder now beneficially owns 2,857,500 shares of Lyell common stock, down from 2,933,500 shares immediately before the transaction. The filing reflects a non-market, compensation-related movement of shares rather than an open-market purchase or sale.

Insights

Equity ownership specialist

Non‑market share transfer as broker commission; core stake remains large.

The reporting holder moved 76,000 shares of Lyell Common Stock to Wuxiong, Inc. as broker commission tied to an upfront payment under a license agreement. The transaction is coded J, indicating an "other" acquisition or disposition rather than an open‑market trade.

Because the transfer carried no cash consideration for the reporting person and stems from contractual economics, it has limited signaling value about views on Lyell’s valuation. The holder still beneficially owns 2,857,500 shares, so its overall equity exposure remains substantial based on this filing alone.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Innovative Cellular Therapeutics Holdings Ltd

Role null

Type	Security	Shares	Price	Value
Other	Common Stock	76,000	$0.00	--

Holdings After Transaction: Common Stock — 2,857,500 shares (Direct, null)

Footnotes (1)

1. Represents shares of Common Stock transferred by the Reporting Person to Wuxiong, Inc. as broker commission in connection with the Upfront Payment (as such term is defined in 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. Reflects 2,933,500 shares of Common Stock beneficially owned by the Reporting Person immediately prior to the reported transaction, less the 76,000 shares transferred.

Key Figures

Shares transferred: 76,000 shares Shares before transaction: 2,933,500 shares Shares after transaction: 2,857,500 shares +3 more

6 metrics

Shares transferred 76,000 shares Common Stock transferred as broker commission under license-related upfront payment

Shares before transaction 2,933,500 shares Beneficially owned immediately prior to transfer

Shares after transaction 2,857,500 shares Beneficially owned following the 76,000-share transfer

Transaction price per share $0.0000 per share No cash consideration to reporting holder for transferred shares

Transaction code J Other acquisition or disposition; restructuring-type movement

Restructuring shares 76,000 shares Classified as restructuring in transaction summary

Key Terms

broker commission, Upfront Payment, License Agreement, beneficially owned, +1 more

5 terms

broker commission financial

"shares of Common Stock transferred ... to Wuxiong, Inc. as broker commission in connection with the Upfront Payment"

Upfront Payment financial

"in connection with the Upfront Payment (as such term is defined in the License Agreement"

An upfront payment is a sum of money paid at the start of a business deal—such as a license, acquisition, partnership, or loan—rather than over time. For investors it matters because it shows immediate commitment and changes a company’s cash on hand and risk profile: like a down payment on a purchase, it can signal confidence but also ties up funds that might otherwise be used for operations or growth.

License Agreement regulatory

"License Agreement, dated November 6, 2025, between the Issuer and the Reporting Person"

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 2,933,500 shares of Common Stock beneficially owned by the Reporting Person"

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.

transaction code J regulatory

"transaction was a transfer of securities for no cash consideration ... and is reported under transaction code J"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 12:37 PM Accepted by SEC EDGAR 07/01/2026 - 12:37 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)
06/29/2026

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	06/29/2026		J		76,000(1)	D	$0	2,857,500(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 Upfront Payment (as such term is defined in 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 2,933,500 shares of Common Stock beneficially owned by the Reporting Person immediately prior to the reported transaction, less the 76,000 shares transferred.

	Innovative Cellular Therapeutics Holdings Limited By: /s/ Lei Xiao Name: Lei Xiao Title: Chief Executive Officer	07/01/2026
	** 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)

FAQ

What insider transaction did Innovative Cellular Therapeutics report for Lyell Immunopharma (LYEL)?

Innovative Cellular Therapeutics reported an “other” transaction, transferring 76,000 Lyell Immunopharma common shares to Wuxiong, Inc. as broker commission. The move was tied to an upfront payment under a license agreement and did not involve cash consideration to the reporting holder.

How many Lyell Immunopharma (LYEL) shares were transferred in this Form 4 filing?

The Form 4 shows 76,000 shares of Lyell Immunopharma common stock were transferred. These shares went from Innovative Cellular Therapeutics to Wuxiong, Inc. as broker commission in connection with a previously agreed upfront payment under a license agreement between Lyell and the reporting holder.

Did Innovative Cellular Therapeutics receive cash for the LYEL shares transferred?

No, Innovative Cellular Therapeutics did not receive cash for the transferred LYEL shares. The 76,000 shares were provided to Wuxiong, Inc. as broker commission for an upfront payment under a license agreement, and the filing explicitly notes there was no cash consideration to the reporting person.

How many Lyell Immunopharma (LYEL) shares does the reporting holder own after the transaction?

After the transaction, the reporting holder beneficially owns 2,857,500 LYEL common shares. This reflects 2,933,500 shares held immediately before the transfer, minus the 76,000 shares given to Wuxiong, Inc. as broker commission, as described in the Form 4 footnotes.

Is the LYEL Form 4 transaction an open-market buy or sell of shares?

The LYEL Form 4 does not report an open-market buy or sell. It records a transaction under code J, classified as “other acquisition or disposition,” documenting a transfer of 76,000 shares as broker commission related to a license agreement rather than a market trade.