Replimune CMO sells shares to cover tax withholding

Replimune Group, Inc. Chief Medical Officer Konstantinos Xynos reported a sale of 11,447 shares of common stock on 2026-08-10 at $12.97 per share.

Rhea-AI Filing Summary

Replimune Group, Inc. Chief Medical Officer Konstantinos Xynos reported a sale of 11,447 shares of common stock on 2026-08-10 at $12.97 per share. According to the disclosure, the shares were sold to cover tax withholding obligations upon vesting of performance-based RSUs under an irrevocable "sell to cover" provision and were not a discretionary sale. Following this transaction, Xynos directly holds 224,215 shares of Replimune common stock.

Insider Trade Summary

Net Seller: 11,447 shares

Net Sell 1 txn

Insider Xynos Konstantinos

Role Chief Medical Officer

Sold 11,447 shs ($148K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	11,447	$12.97	$148K

Holdings After Transaction: Common Stock — 224,215 shares (Direct)

Footnotes (1)

1. F1. Represents shares of the Issuer's common stock (the "Shares") sold to cover tax withholding obligations in connection with the vesting of the Reporting Person's performance-based restricted stock units (the "PSUs"). The transaction reported herein was made in accordance with the irrevocable "sell to cover" provision set forth in the award agreements under which the PSUs were granted and does not represent a discretionary sale by the Reporting Person.

Key Figures

Shares sold: 11,447 shares Sale price per share: $12.97 per share Shares owned after transaction: 224,215 shares

3 metrics

Shares sold 11,447 shares Common stock sold on 2026-08-10 to cover tax withholding

Sale price per share $12.97 per share Price for the 11,447 common shares sold

Shares owned after transaction 224,215 shares Direct common stock holdings of Konstantinos Xynos after the sale

Key Terms

sell to cover, performance-based restricted stock units, PSUs

3 terms

sell to cover financial

"The transaction was made in accordance with the irrevocable "sell to cover" provision"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

performance-based restricted stock units financial

"in connection with the vesting of the Reporting Person's performance-based restricted stock units"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

PSUs financial

"under which the PSUs were granted and does not represent a discretionary sale"

PSUs are company shares promised to employees or executives that only become actual stock if the business hits specific performance targets over a set period. For investors, PSUs matter because they link pay to measurable outcomes — similar to a conditional bonus that converts into ownership — which can influence management decisions, dilution of shares, and signals about confidence in future results.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Replimune Group (REPL) report for Konstantinos Xynos?

Replimune’s Chief Medical Officer, Konstantinos Xynos, reported selling 11,447 shares of common stock on 2026-08-10 at $12.97 per share. The shares were sold to satisfy tax withholding obligations tied to vesting performance-based RSUs.

Was the Replimune (REPL) share sale by Konstantinos Xynos a discretionary trade?

No. The filing states the 11,447 shares were sold under an irrevocable "sell to cover" provision to cover tax withholding on vested PSUs and does not represent a discretionary sale by Xynos.

How many Replimune (REPL) shares does Konstantinos Xynos hold after this transaction?

After selling 11,447 shares to cover taxes, Konstantinos Xynos directly holds 224,215 shares of Replimune common stock. This figure reflects his reported direct ownership immediately following the transaction on 2026-08-10.

What price did Replimune (REPL) insider Konstantinos Xynos receive for the shares sold?

The reported sale price was $12.97 per share for 11,447 shares of Replimune common stock. The transaction was executed to cover tax withholding obligations arising from vested performance-based restricted stock units.

Why did Replimune (REPL) insider Konstantinos Xynos sell shares on 2026-08-10?

The filing explains the 11,447-share sale was made to cover tax withholding obligations related to vesting performance-based RSUs, pursuant to an irrevocable "sell to cover" provision in the applicable award agreements.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/12/2026 - 05:05 PM EDT Learn about SEC filing dates

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^*

Xynos Konstantinos

(Last) (First) (Middle)

C/O REPLIMUNE GROUP, INC.

500 UNICORN PARK DRIVE, SUITE 303

(Street)

WOBURN MASSACHUSETTS 01801

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Replimune Group, Inc. [ REPL ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/10/2026		S		11,447(1)	D	$12.97	224,215	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

Explanation of Responses:

1. Represents shares of the Issuer's common stock (the "Shares") sold to cover tax withholding obligations in connection with the vesting of the Reporting Person's performance-based restricted stock units (the "PSUs"). The transaction reported herein was made in accordance with the irrevocable "sell to cover" provision set forth in the award agreements under which the PSUs were granted and does not represent a discretionary sale by the Reporting Person.

	/s/ Shawn Glidden, attorney-in-fact	08/12/2026
	** 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.
* Form 4: SEC 1474 (03-26)