MAIA insider grant: 20,459 options exercisable immediately, $1.8 strike

Rhea-AI Filing Summary

MAIA Biotechnology director Theagene Jean-Manasse received a grant of stock options for 20,459 shares on 10/02/2025. The options have an exercise price of $1.8, vest 100% on the grant date, are exercisable immediately, and expire on 10/02/2035. The filing shows the transaction was reported on 10/06/2025 and was filed as a Form 4 by one reporting person. The grant was made under the 2021 Equity Incentive Plan and represents a direct beneficial ownership of 20,459 shares via options.

Positive

• Immediate vesting of 20,459 options aligns the director's incentives with shareholders
• Grant made under the 2021 Equity Incentive Plan, indicating administration through an established compensation program

Negative

• Immediate exercisability creates potential near-term dilution of 20,459 shares
• Strike price is $1.8, which could produce a tax or cash exercise burden if exercised immediately

Insights

Corporate Governance Analyst

Immediate vesting of options signals director-focused retention or alignment.

Granting 20,459 options with $1.8 strike price that vest 100% on 10/02/2025 creates immediate economic alignment between the director and shareholders because the director can exercise if the market price exceeds the strike.

This structure reduces future vesting uncertainty but increases near-term dilution potential; monitor upcoming equity filings and outstanding share count over the next 12 months for dilution impact.

Compensation & Capital-Structure Specialist

Single-date exercisable options simplify compensation but affect run-rate equity expense.

Options granted under the 2021 Equity Incentive Plan that vest immediately typically generate a one-time stock‑based compensation charge and potential immediate tax consequences when exercised. The 10-year term to 10/02/2035 follows common option practice.

Watch for the company’s next periodic filing for any disclosure of the grant’s accounting treatment and the aggregate number of shares reserved under the plan within the next reporting cycle.

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
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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^*

Theagene Jean-Manasse

(Last) (First) (Middle)

444 WEST LAKE STREET, SUITE 1700

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MAIA Biotechnology, Inc. [ MAIA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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
Stock Options	$1.8	10/02/2025		A		20,459		10/02/2025(1)	10/02/2035	Common Stock	20,459	$0	20,459	D

Explanation of Responses:

1. The stock options, granted on October 2, 2025, pursuant to the MAIA Biotechnology, Inc.'s 2021 Equity Incentive Plan, representing the right to buy shares of common stock, vest 100% on the date of the grant and are exercisable beginning as of that date.

	/s/ Jean-Manasse Theagene	10/06/2025
	** 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.

FAQ

What did MAIA (MAIA) report on Form 4 for Theagene Jean-Manasse?

The filing reports a grant of stock options for 20,459 shares with an exercise price of $1.8, dated 10/02/2025, vesting 100% on the grant date and expiring on 10/02/2035.

Are the options exercisable immediately for MAIA director Theagene Jean-Manasse?

Yes. The options vest 100% and are exercisable beginning on the grant date, 10/02/2025.

Under which plan were the options granted?

The options were granted under the company's 2021 Equity Incentive Plan.

How many shares would the director control if the options are exercised?

Exercising the options would convert to 20,459 shares of common stock, representing direct beneficial ownership via options.

What is the expiration date of the options reported for MAIA (MAIA)?

The options expire on 10/02/2035.