Ramiro Guerrero receives 20,459 MAIA options; 100% vested

Rhea-AI Filing Summary

MAIA Biotechnology, Inc. director Ramiro Guerrero was granted 20,459 stock options on 10/02/2025 under the 2021 Equity Incentive Plan. The options are exercisable immediately and vest 100% on the grant date, giving the holder the right to buy 20,459 shares of common stock. The reported conversion/exercise price is $1.80 per share and the options expire on 10/02/2035. Following this transaction, the reporting person beneficially owns 20,459 derivative shares as disclosed on the Form 4.

Positive

• 20,459 options granted with 100% immediate vesting aligns director interests with shareholders
• Options have a long-term expiration on 10/02/2035, providing a decade for value realization

Negative

• None.

Insights

Compensation & Governance Analyst

Immediate, fully vested option grant aligns director compensation with shareholder outcomes but creates near-term dilution.

The grant of 20,459 options with 100% immediate vesting is an uncommon governance choice because it removes typical time-based retention incentives and converts future service risk into present equity. Such grants are often used to quickly align a new or incoming director with shareholder interests or to compensate for prior unvested awards.

Dependence and risk center on potential dilution and timing of exercise: the options carry an expiration of 10/02/2035 and an indicated price of $1.80, so the economic impact depends on future share price performance and whether the options are exercised. Monitor outstanding option counts and any additional director grants in the next 12 months for governance trend signals.

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

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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^*

Guerrero Ramiro

(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/ Ramiro Guerrero	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 director Ramiro Guerrero receive on 10/02/2025?

He received a grant of 20,459 stock options that vest 100% on the grant date and are exercisable immediately.

What is the exercise price and expiration for the options in the Form 4 (MAIA)?

The reported conversion/exercise price is $1.80 per share and the options expire on 10/02/2035.

How many shares does the option grant cover for MAIA (MAIA)?

The options represent the right to acquire 20,459 shares of MAIA common stock.

Are the options immediately exercisable according to the filing?

Yes. The filing states the options are exercisable beginning on the grant date and vest 100% on that date.

Did the Form 4 report an increase in beneficial ownership for the reporting person?

Yes. Following the transaction the reporting person beneficially owns 20,459 derivative shares as reported on the Form 4.