[Form 4] Zymeworks Inc. Insider Trading Activity

Rhea-AI Filing Summary

Zymeworks Inc.'s EVP & Chief Medical Officer, Jeffrey T. L. Smith, reported the vesting of 17,666 restricted stock units (RSUs) on January 12, 2026, which converted into the same number of common shares at $0.00 per share. These RSUs were part of a grant made on January 10, 2025 that vests in three equal annual installments, with each RSU delivering one share of common stock upon vesting.

On the same date, 9,310 common shares were sold at a weighted average price of $22.6735 solely to cover tax withholding and related fees under mandatory “sell to cover” provisions, and not as a discretionary sale. After these transactions, Smith beneficially owned 26,708 common shares and 35,334 RSUs, all reported as directly held.

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

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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^*

Smith Jeffrey T L

(Last) (First) (Middle)

C/O ZYMEWORKS INC.

108 PATRIOT DRIVE, SUITE A

(Street)

MIDDLETOWN DE 19709

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Zymeworks Inc. [ ZYME ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

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	01/12/2026		M		17,666	A	$0.00(1)	36,018	D
Common Stock	01/12/2026		S(2)		9,310	D	$22.6735(3)	26,708	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	(4)	01/12/2026		M			17,666	(5)	(5)	Common Stock	17,666	$0.00	35,334	D

Explanation of Responses:

1. Represents shares of common stock issued upon vesting of one third of the restricted stock units ("RSUs") granted on January 10, 2025.

2. Represents shares of common stock sold to cover tax withholding obligations and other applicable fees in connection with the vesting of RSUs pursuant to mandatory "sell to cover" provisions contained in the Reporting Person's applicable RSU grant agreement, and does not represent a discretionary sale by the Reporting Person. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes and fees.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $22.49 to $23.05, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.

4. Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.

5. The RSUs were granted on January 10, 2025 and vest in three equal annual installments beginning on the first anniversary of grant date.

	/s/ Daniel Dex, Attorney-in-Fact	01/12/2026
	** 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.

FAQ

What insider transaction did ZYME EVP & Chief Medical Officer report?

Jeffrey T. L. Smith, EVP & Chief Medical Officer of Zymeworks Inc. (ZYME), reported the vesting of 17,666 RSUs into common stock on January 12, 2026 and a related sale of some of those shares to cover taxes.

How many Zymeworks (ZYME) RSUs vested in this Form 4 filing?

17,666 restricted stock units (RSUs) vested and were settled into an equal number of Zymeworks Inc. common shares at an exercise price of $0.00 per share.

How many Zymeworks (ZYME) shares were sold and at what price?

Smith reported selling 9,310 common shares of Zymeworks Inc. at a weighted average price of $22.6735 per share, with individual trade prices ranging from $22.49 to $23.05.

Were the Zymeworks (ZYME) insider sales discretionary or to cover taxes?

The 9,310 shares were sold under mandatory “sell to cover” provisions to pay tax withholding and related fees tied to RSU vesting, and the filing states they did not represent a discretionary sale by the reporting person.

How many Zymeworks (ZYME) shares and RSUs does the insider own after these transactions?

Following the reported transactions, Smith beneficially owned 26,708 shares of common stock and 35,334 RSUs of Zymeworks Inc., all reported as held directly.

What are the vesting terms of the reported Zymeworks (ZYME) RSUs?

The RSUs were granted on January 10, 2025 and vest in three equal annual installments, beginning on the first anniversary of the grant date. Each RSU represents the right to receive one share of common stock upon vesting.