MAIA (MAIA) director boosts stake with 57,189-share buy and new options

Rhea-AI Filing Summary

MAIA Biotechnology director Stan V. Smith reported buying additional shares and options in the company. On December 22, 2025, he purchased 57,189 shares of MAIA common stock at $1.224 per share under a Securities Purchase Agreement and the company’s 2021 Equity Incentive Plan. After this transaction, he beneficially owns 1,421,478 shares indirectly through The Stan V. Smith Trust Dated 1993, plus additional indirect holdings of 4,580 shares in each of three separate family trusts.

He also acquired 57,189 stock options (described as warrants deemed options) with an exercise price of $1.36 per share. These options become exercisable on the six-month anniversary of the issuance date, June 22, 2026, and expire three years after the initial issuance date, on December 22, 2028. The filing notes that certain family-trust shares are held for relatives and that he disclaims beneficial ownership of those except to the extent of any pecuniary interest.

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

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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^*

Smith Stan

(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)
12/22/2025

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
Common Stock	12/22/2025		P		57,189(1)	A	$1.224	1,421,478	I	See Footnote(2)
Common Stock								4,580	I	See footnote(3)
Common Stock								4,580	I	See footnote(4)
Common Stock								4,580	I	See footnote(5)

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	$1.36	12/22/2025		P		57,189(6)		06/22/2026	12/22/2028	Common Stock	57,189	$1.36	57,189	I	See footnote(7)

Explanation of Responses:

1. The common stock was purchased pursuant to a Securities Purchase Agreement and were issued under the Issuer's 2021 Equity Incentive Plan on December 22, 2025.

2. These securities are beneficially owned by Mr. Smith through The Stan V. Smith Trust Dated 1993.

3. These securities are beneficially owned by Mr. Smith through the Blake Sarai Teitei Smith IL Unif Trns Min Act. They are beneficially owned by Mr. Smith's family member. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

4. These securities are beneficially owned by Mr. Smith through the Gage Quentin Smith IL Unif Trns Min Act. They are beneficially owned by Mr. Smith's family member. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

5. These securities are beneficially owned by Mr. Smith through the Travis Deo Zai Zai Smith IL Unif Trns Min Act. They are beneficially owned by Mr. Smith's family member. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

6. These warrants were purchased pursuant to a Securities Purchase Agreement and were deemed options under the Issuer's 2021 Equity Incentive Plan on December 22, 2025. The options are exercisable beginning on the sixth month anniversary of the issuance date and expire 3-years after the initial issuance date.

7. These securities are beneficially owned by Mr. Smith through The Stan V. Smith Trust Dated 1993.

	/s/ Stan V. Smith	12/22/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did MAIA (MAIA) disclose for December 22, 2025?

MAIA disclosed that director Stan V. Smith purchased 57,189 shares of common stock on December 22, 2025 at a price of $1.224 per share under a Securities Purchase Agreement and the company’s 2021 Equity Incentive Plan.

How many MAIA (MAIA) shares does Stan V. Smith beneficially own after this Form 4?

After the reported transaction, Stan V. Smith beneficially owns 1,421,478 shares of MAIA common stock indirectly through The Stan V. Smith Trust Dated 1993, plus 4,580 shares in each of three separate family trusts.

What options or warrants did Stan V. Smith acquire in MAIA (MAIA)?

He acquired 57,189 stock options (warrants deemed options) with an exercise price of $1.36 per share. These are linked to an equal number of underlying MAIA common shares.

When can Stan V. Smith’s MAIA options be exercised and when do they expire?

The 57,189 options become exercisable on June 22, 2026, the six-month anniversary of the issuance date, and they expire on December 22, 2028, three years after the initial issuance date.

Through what entities does Stan V. Smith hold his MAIA (MAIA) shares?

He holds MAIA shares indirectly through The Stan V. Smith Trust Dated 1993 and three family trusts: the Blake Sarai Teitei Smith IL Unif Trns Min Act, the Gage Quentin Smith IL Unif Trns Min Act, and the Travis Deo Zai Zai Smith IL Unif Trns Min Act.

Does Stan V. Smith fully claim beneficial ownership of the MAIA family-trust shares?

The filing states that certain shares held in the three family trusts are beneficially owned by Mr. Smith’s family members, and he disclaims beneficial ownership of those shares except to the extent of his pecuniary interest.

Were the MAIA common shares and options acquired under a specific company plan?

Yes. The 57,189 common shares and the related 57,189 options were acquired pursuant to a Securities Purchase Agreement and issued or deemed options under MAIA’s 2021 Equity Incentive Plan on December 22, 2025.