STOCK TITAN

Metagenomi (MGX) director Jian Irish awarded options and 46,000 RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Metagenomi Therapeutics director and officer Jian Irish reported equity awards and updated holdings. She received a stock option covering 276,000 shares of common stock at an exercise price of $1.34 per share, expiring on March 31, 2036, with 25% vesting on April 1, 2027 and the rest in 36 monthly installments. She also received 46,000 restricted stock units, 25% of which vest on June 5, 2027, with the remainder vesting in 12 equal quarterly installments. Following these awards, she holds 379,770 shares of common stock directly, and additional shares are held indirectly by the Bruce Irish 2023 Irrevocable Trust FBO Jian Irish and the Jian Irish 2023 Irrevocable Trust, where she disclaims beneficial ownership except to the extent of her pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Irish Jian
Role See Remarks
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 276,000 $0.00 --
Grant/Award Common Stock 46,000 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 276,000 shares (Direct); Common Stock — 379,770 shares (Direct); Common Stock — 292,714 shares (Indirect, By Trust)
Footnotes (1)
  1. These shares represent restricted stock units ("RSUs"). 25% of the RSUs shall vest on June 5, 2027, with the remainder vesting in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service with the Issuer on each such vesting date. Shares held by the Bruce Irish 2023 Irrevocable Trust FBO Jian Irish. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Shares held by the Jian Irish 2023 Irrevocable Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. 25% of the shares subject to this option shall vest and become exercisable on April 1, 2027, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer on each such vesting date.
Option grant size 276,000 shares Stock option covering common stock granted on April 1, 2026
Option exercise price $1.34 per share Exercise price for 276,000-share stock option
Option expiration March 31, 2036 Expiration date of granted stock option
RSU grant size 46,000 shares Restricted stock units granted as of April 1, 2026
Direct common stock holdings 379,770 shares Direct ownership following reported transactions
Indirect trust holding (Bruce Irish Trust) 292,714 shares Common stock held by Bruce Irish 2023 Irrevocable Trust FBO Jian Irish
Indirect trust holding (Jian Irish Trust) 292,713 shares Common stock held by Jian Irish 2023 Irrevocable Trust
restricted stock units ("RSUs") financial
"These shares represent restricted stock units ("RSUs"). 25% of the RSUs shall vest on June 5, 2027"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Irrevocable Trust financial
"Shares held by the Bruce Irish 2023 Irrevocable Trust FBO Jian Irish."
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
pecuniary interest financial
"The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein"
Section 16 regulatory
"shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
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SEC Form 4
FORM 4UNITED 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*
Irish Jian

(Last)(First)(Middle)
C/O METAGENOMI THERAPEUTICS, INC.
5959 HORTON STREET, 7TH FLOOR

(Street)
EMERYVILLE CALIFORNIA 94608

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Metagenomi Therapeutics, Inc. [ MGX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/01/2026A46,000(1)A$0379,770D
Common Stock292,714IBy Trust(2)
Common Stock292,713IBy Trust(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$1.3404/01/2026A276,000 (4)03/31/2036Common Stock276,000$0276,000D
Explanation of Responses:
1. These shares represent restricted stock units ("RSUs"). 25% of the RSUs shall vest on June 5, 2027, with the remainder vesting in 12 equal quarterly installments thereafter, subject to the Reporting Person's continued service with the Issuer on each such vesting date.
2. Shares held by the Bruce Irish 2023 Irrevocable Trust FBO Jian Irish. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
3. Shares held by the Jian Irish 2023 Irrevocable Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
4. 25% of the shares subject to this option shall vest and become exercisable on April 1, 2027, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer on each such vesting date.
Remarks:
Title: President and Chief Executive Officer
/s/ Matthew L. Wein, attorney-in-fact04/03/2026
** Signature of Reporting PersonDate
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 transactions did Jian Irish report for Metagenomi Therapeutics (MGX)?

Jian Irish reported equity awards consisting of a stock option for 276,000 shares at $1.34 per share and 46,000 restricted stock units. These are compensation-related grants, not open-market purchases or sales, and update her direct and indirect ownership position in Metagenomi Therapeutics.

How large is the stock option grant to Jian Irish at Metagenomi Therapeutics (MGX)?

The reported stock option grant covers 276,000 shares of Metagenomi Therapeutics common stock with an exercise price of $1.34 per share. This option vests over time, beginning in 2027, and expires on March 31, 2036, reflecting long-term, service-based compensation.

What are the vesting terms of Jian Irish’s RSUs in Metagenomi Therapeutics (MGX)?

The 46,000 restricted stock units granted to Jian Irish vest over several years. According to the disclosure, 25% vest on June 5, 2027, with the remaining 75% vesting in 12 equal quarterly installments, subject to her continued service with Metagenomi Therapeutics.

How many Metagenomi Therapeutics (MGX) shares does Jian Irish hold directly after these awards?

After the reported awards, Jian Irish directly holds 379,770 shares of Metagenomi Therapeutics common stock. This figure reflects her direct ownership position and excludes additional shares held indirectly through trusts, where she disclaims full beneficial ownership except for her pecuniary interest.

Are Jian Irish’s reported Metagenomi Therapeutics (MGX) transactions open-market buys or sells?

The reported transactions are equity awards, not open-market trades. They include a stock option grant and restricted stock units granted at a price of $0.00 per share as compensation, with vesting schedules tied to continued service at Metagenomi Therapeutics.