Yufang Lu - Jul 25, 2025 Form 4 Insider Report for ImageneBio, Inc. (IMA)

Role
Chief Medical Officer
Signature
/s/ Jotin Marango, Attorney-in-Fact
Stock symbol
IMA
Transactions as of
Jul 25, 2025
Transactions value $
$0
Form type
4
Date filed
8/7/2025, 05:29 PM
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Lu Yufang Chief Medical Officer C/O IMAGENEBIO, INC., 12526 HIGH BLUFF DRIVE, SUITE 345, SAN DIEGO /s/ Jotin Marango, Attorney-in-Fact 2025-08-07 0002079960

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction IMA Employee Stock Option (right to buy) Award +38.1K 38.1K Jul 25, 2025 Common Stock 38.1K $28.72 Direct F1, F2, F3, F4
transaction IMA Employee Stock Option (right to buy) Award +27.5K 27.5K Jul 25, 2025 Common Stock 27.5K $4.59 Direct F2, F3, F5, F6
transaction IMA Employee Stock Option (right to buy) Award +4.59K 4.59K Jul 25, 2025 Common Stock 4.59K $4.59 Direct F1, F2, F3, F7
transaction IMA Employee Stock Option (right to buy) Award +6.1K 6.1K Jul 25, 2025 Common Stock 6.1K $4.59 Direct F1, F2, F3, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 25% of the shares subject to the option vested on the one year anniversary of the vesting commencement date and the balance of the shares vested or will vest in a series of thirty-six (36) successive equal monthly installments measured from the first anniversary of the vesting commencement date.
F2 Under the terms of the Agreement and Plan of Merger, dated as of December 23, 2024, by and among, the Issuer, Merger Sub I, a wholly-owned subsidiary of the Issuer ("Merger Sub I"), Merger Sub II, a wholly-owned subsidiary of the Issuer ("Merger Sub II") and Inmagene Biopharmaceuticals ("Legacy Inmagene") (the "Merger Agreement"), on July 25, 2025, Merger Sub I merged with and into Legacy Inmagene (the "First Merger"), with Legacy Inmagene surviving the First Merger as a wholly-owned subsidiary of the Issuer, and immediately after the First Merger, Legacy Inmagene merged with and into Merger Sub II, with Merger Sub II surviving the First Merger as a wholly-owned subsidiary of the Issuer (the "Second Merger" and together with the First Merger, the "Merger"). (continued in the next footnote).
F3 Upon the closing of the Merger, each Legacy Inmagene ordinary and preferred share was converted into the right to receive 0.003051 of shares of the Issuer common stock. Subsequent to the Merger, the name of the Issuer was changed from Ikena Oncology, Inc. ("Ikena") to ImageneBio, Inc.
F4 Received in exchange for a stock option to acquire 12,500,000 shares of common stock of Legacy Inmagene with the exercise price of $0.0876 per share pursuant to the Merger Agreement.
F5 (i) 15,255 shares subject to the option vest as follows: 25% of such shares vested on the one year anniversary of the vesting commencement date and the balance of such shares will vest in a series of thirty-six (36) successive equal monthly installments measured from the first anniversary of the vesting commencement date and (ii) 12,204 shares subject to the option vest as follows: (a) 3,051 of such shares will vest at the end of the first anniversary of grantee's qualified move to San Diego ("QMSD") and (b) 9,153 of such shares will vest in equal annual installments over the following three (3) years measured from the first anniversary of the QMSD, subject to grantee's QMSD not being terminated.
F6 Received in exchange for a stock option to acquire 9,000,000 shares of common stock of Legacy Inmagene with the exercise price of $0.014 per share pursuant to the Merger Agreement.
F7 Received in exchange for a stock option to acquire 1,505,000 shares of common stock of Legacy Inmagene with the exercise price of $0.014 per share pursuant to the Merger Agreement.
F8 Received in exchange for a stock option to acquire 2,000,000 shares of common stock of Legacy Inmagene with the exercise price of $0.014 per share pursuant to the Merger Agreement.

Remarks:

This Form 4 is being filed late due to delays in obtaining the reporting person's EDGAR codes.