Replimune director Kapil Dhingra sells 21,500 shares

The 21,500-share sale was identified as covering tax withholding, with transactions priced from $18.99 to $19.03 per share.

Available on EDGAR 11/03/2026 - 08:44 PM EST Accepted by SEC EDGAR 11/03/2026 - 08:43 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Replimune Group, Inc. director Kapil Dhingra exercised a non-qualified stock option covering 43,169 shares of common stock at an exercise price of $1.75 per share on November 2, 2026. He reported exercising the option because of its upcoming expiration; the expiration date was January 21, 2027. Dhingra sold 21,500 shares at a weighted-average price of $19.00 per share to cover tax withholding obligations. The sale transactions ranged from $18.99 to $19.03 per share, and the reported option balance after the exercise was zero shares.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Dhingra Kapil

Role Director

Sold 21,500 shs ($409K)

Approx. gross sale proceeds $409K

Approx. exercise cost $76K

Type	Security	Shares	Price	Value
Exercise	Stock Option (right to buy) F4	43,169	$0.00	$0.00
Exercise	Common Stock F1	43,169	$1.75	$76K
Sale	Common Stock F2, F3	21,500	$19.00	$409K

Holdings After Transaction: Stock Option (right to buy) — 0 contracts (Direct); Common Stock — 21,669 shares (Direct)

Footnotes (4)

1. F1. The reporting person exercised the non-qualified stock option due to its upcoming expiration date.
2. F2. Represents shares of the Issuer's common stock (the "Shares") sold to cover tax withholding obligations in connection with the exercise of the Reporting Person's non-qualified stock option into Shares.
3. F3. The price reported reflects a weighted average price of the Shares. The Shares were sold in multiple transactions at prices ranging from $18.99 to $19.03 per Share. The Reporting Person will provide to the Issuer, any security holder of the Issuer or the Securities Exchange Commission staff, upon request, information regarding the number of Shares sold at each price within the range.
4. F4. All of the Shares underlying this non-qualified stock option vested on January 21, 2017.

Key Figures

Shares acquired on option exercise: 43,169 shares Option exercise price: $1.75 per share Shares sold for tax withholding: 21,500 shares +2 more

5 metrics

Shares acquired on option exercise 43,169 shares November 2, 2026

Option exercise price $1.75 per share Option exercised November 2, 2026

Shares sold for tax withholding 21,500 shares November 2, 2026

Weighted-average sale price $19.00 per share Sale transactions ranged from $18.99 to $19.03 per share

Options following exercise 0 shares Reported position after the transaction

Key Terms

non-qualified stock option, weighted average price, tax withholding obligations

3 terms

non-qualified stock option financial

"exercised the non-qualified stock option due to its upcoming expiration date"

A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.

weighted average price financial

"The price reported reflects a weighted average price of the Shares"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

tax withholding obligations financial

"sold to cover tax withholding obligations in connection with the exercise"

FAQ

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

How many REPL shares did director Kapil Dhingra sell, and at what price?

Kapil Dhingra sold 21,500 shares at a weighted-average price of $19.00 per share on November 2, 2026. The shares were sold to cover tax withholding obligations related to the option exercise, and the sale transactions ranged from $18.99 to $19.03 per share. No Rule 10b5-1 plan is reported.

How many REPL options did Kapil Dhingra exercise, and at what price?

Kapil Dhingra exercised a non-qualified stock option covering 43,169 common shares at an exercise price of $1.75 per share on November 2, 2026. He reported exercising it due to its upcoming expiration; the option's expiration date was January 21, 2027.

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

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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^*

Dhingra Kapil

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026

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	11/02/2026		M		43,169	A	$1.75(1)	43,169	D
Common Stock	11/02/2026		S		21,500(2)	D	$19(3)	21,669	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
Stock Option (right to buy)	$1.75	11/02/2026		M			43,169	(4)	01/21/2027	Common Stock	43,169	$0	0	D

Explanation of Responses:

1. The reporting person exercised the non-qualified stock option due to its upcoming expiration date.

2. Represents shares of the Issuer's common stock (the "Shares") sold to cover tax withholding obligations in connection with the exercise of the Reporting Person's non-qualified stock option into Shares.

3. The price reported reflects a weighted average price of the Shares. The Shares were sold in multiple transactions at prices ranging from $18.99 to $19.03 per Share. The Reporting Person will provide to the Issuer, any security holder of the Issuer or the Securities Exchange Commission staff, upon request, information regarding the number of Shares sold at each price within the range.

4. All of the Shares underlying this non-qualified stock option vested on January 21, 2017.

	/s/ Shawn Glidden, attorney-in-fact	11/03/2026
	** 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)