MacroGenics (MGNX) director Koenig converts 21,165 RSUs into common stock

Rhea-AI Filing Summary

MacroGenics director Scott Koenig reported an RSU conversion into common stock. On February 15, 2026, he exercised restricted stock units and acquired 21,165 shares of MacroGenics common stock at a stated price of $0 per share, increasing his directly held position to 867,240 shares.

The RSUs were part of a 127,000-unit grant awarded on February 15, 2023. According to the disclosure, 84,670 units had vested before his separation from the company, and 21,165 additional units vested on August 13, 2025 under his Separation Agreement, with each RSU representing one share of common stock.

Insider Trade Summary

21,165 shares exercised/converted

Mixed 2 txns

Insider Koenig Scott

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	21,165	$0.00	--
Exercise	Common Stock	21,165	$0.00	--

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 867,240 shares (Direct)

Footnotes (1)

1. On February 15, 2023, the reporting person was granted 127,000 restricted stock units. Eighty-four thousand, six hundred seventy (84,670) were vested prior to the reporting person's separation from the company and 21,165 units vested upon his separation on August 13, 2025 in accordance with his Separation Agreement. Each restricted stock unit (RSU) represents a contingent right to receive one share of the Issuer's common stock.

Form 4 Insider Transactions: What Each Field Means →

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^*

Koenig Scott

(Last) (First) (Middle)

9704 MEDICAL CENTER DRIVE

(Street)

ROCKVILLE MD 20850

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MACROGENICS INC [ MGNX ]

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)
02/15/2026

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	02/15/2026		M		21,165	A	$0(1)	867,240	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
Restricted Stock Unit	$0(2)	02/15/2026		M			21,165	(1)	(1)	Common Stock	21,165	$0	0	D

Explanation of Responses:

1. On February 15, 2023, the reporting person was granted 127,000 restricted stock units. Eighty-four thousand, six hundred seventy (84,670) were vested prior to the reporting person's separation from the company and 21,165 units vested upon his separation on August 13, 2025 in accordance with his Separation Agreement.

2. Each restricted stock unit (RSU) represents a contingent right to receive one share of the Issuer's common stock.

Remarks:

	/s/ Beth A. Smith, Attorney-in-fact	02/17/2026
	** 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.

FAQ

What insider transaction did MacroGenics (MGNX) director Scott Koenig report?

Scott Koenig reported exercising restricted stock units and acquiring 21,165 MacroGenics common shares at a stated price of $0 per share. This transaction reflects a derivative conversion, not an open-market stock purchase or sale, and increased his directly held common stock position.

How many MacroGenics (MGNX) shares does Scott Koenig own after this Form 4?

After the reported transaction, Scott Koenig directly beneficially owns 867,240 shares of MacroGenics common stock. This total reflects the addition of 21,165 shares received upon the exercise and conversion of vested restricted stock units disclosed in the insider filing.

What is the origin of the 21,165 RSUs reported by MacroGenics (MGNX) director Scott Koenig?

The 21,165 restricted stock units come from a 127,000-unit grant awarded on February 15, 2023. Of that grant, 84,670 RSUs vested before Koenig’s separation, and 21,165 vested on August 13, 2025 under the terms of his Separation Agreement.

How do Scott Koenig’s RSUs convert into MacroGenics (MGNX) common stock?

Each restricted stock unit held by Scott Koenig represents a contingent right to receive one share of MacroGenics common stock. When the RSUs vest and are exercised or converted, they deliver an equivalent number of common shares, as shown by the 21,165-share issuance.

Was Scott Koenig’s MacroGenics (MGNX) Form 4 transaction a market purchase or sale?

The transaction was reported with code M, indicating an exercise or conversion of a derivative security, not an open-market buy or sell. Koenig received 21,165 common shares from vested restricted stock units at a stated price of $0 per share.

What does Scott Koenig’s Separation Agreement with MacroGenics (MGNX) provide regarding RSU vesting?

The disclosure states that 21,165 restricted stock units vested on August 13, 2025 in accordance with Koenig’s Separation Agreement. This vesting followed 84,670 units that had already vested from the original 127,000-unit RSU grant dated February 15, 2023.