[Form 4] XOMA Royalty Corp Insider Trading Activity

Rhea-AI Filing Summary

Maricel P. Montano, Chief Legal Officer and Director of XOMA Royalty Corp (XOMA), reported insider transactions dated 09/19/2025. The filing shows acquisition of 3,033 Performance Stock Units (PSUs) and 3,033 shares of Common Stock recorded as acquired with $0 price, with PSUs vesting upon the company's common stock reaching a specified price per share. After the reported transactions the filing lists 12,134 shares of common stock and 11,316 derivative units beneficially owned following the transactions. The PSUs have a stated date exercisable of 05/18/2026 per the filing. The Form 4 was signed by an attorney-in-fact on behalf of Ms. Montano on 09/23/2025.

Positive

• Reported acquisition of 3,033 Performance Stock Units (PSUs), showing the reporting person received performance-based equity
• PSUs vest upon achieving a specified price per share, aligning compensation with share-price performance
• Form 4 discloses post-transaction beneficial ownership totals (12,134 common shares; 11,316 derivative units), providing transparency

Negative

• None.

Insights

Securities Analyst

TL;DR: Insider reported acquisition of performance-based equity that vests on a stock-price condition, modest in absolute size.

The Form 4 documents a non-cash award structure: 3,033 Performance Stock Units and 3,033 common shares are recorded as acquired on 09/19/2025 at a reported price of $0, consistent with compensation or performance-based awards rather than open-market purchases. The PSUs convert to one share each upon achieving a specified stock-price threshold and are listed exercisable beginning 05/18/2026. Reported beneficial ownership totals (12,134 common stock; 11,316 derivative units) reflect Ms. Montano's current holdings after these transactions. This disclosure is standard for executive compensation and aligns the reporting person’s incentives with future stock performance.

Corporate Governance Expert

TL;DR: Director/officer received performance units tied to share price, a common governance mechanism to align executive incentives.

The filing shows a performance-based equity grant structure where vesting is contingent on a share-price metric. The documentation on this Form 4 is limited to the transaction details and the basic vesting trigger; it does not provide the specific price target or full award agreement terms. The report was executed by an attorney-in-fact, as indicated by the signature block dated 09/23/2025. From a governance perspective, such awards are typical but material assessment would require the underlying award terms and potential dilution impact, which are not included in this Form 4.

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
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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^*

Montano Maricel Perea

(Last) (First) (Middle)

C/O XOMA ROYALTY CORPORATION

2200 POWELL STREET, SUITE 310

(Street)

EMERYVILLE CA 94608

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
XOMA Royalty Corp [ XOMA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025

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	09/19/2025		M		3,033	A	$0	12,134	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
Performance Stock Units	(1)	09/19/2025		M			3,033	(1)	05/18/2026	Common Stock	3,033	$0	11,316	D

Explanation of Responses:

1. Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock (the "Common Stock"). The PSUs vest upon the Common Stock achieving a specified price per share.

Remarks:

	/s/ Thomas Burns, Attorney-in-Fact for Maricel Perea Montano	09/23/2025
	** 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 did Maricel P. Montano acquire on 09/19/2025 for XOMA (XOMAP)?

The Form 4 shows acquisition of 3,033 Performance Stock Units (PSUs) and 3,033 common stock entries dated 09/19/2025 at a reported price of $0.

What is the exercisable date for the PSUs reported by Maricel Montano?

The filing lists the PSUs as having an exercisable date of 05/18/2026.

How many shares does Maricel Montano beneficially own after the transaction?

The Form 4 reports 12,134 shares of common stock beneficially owned following the reported transactions and 11,316 derivative securities listed.

What triggers vesting of the Performance Stock Units in this filing?

The PSUs vest upon the issuer's common stock achieving a specified price per share, as stated in the filing.

Who signed the Form 4 for Maricel Montano and when?

The Form 4 was signed by Thomas Burns, Attorney-in-Fact for Maricel P. Montano on 09/23/2025.