Form 4: ImageneBio Director Granted 31,200 Stock Options

ImageneBio Director Joseph P. Slattery received an initial grant of 31,200 employee stock options with an exercise price of $6.19, vesting over three years.

Summary

• Joseph P. Slattery, a Director of ImageneBio, Inc. (IMA), was granted 31,200 employee stock options.
• The options have an exercise price of $6.19 per share.
• The transaction date for this grant was December 18, 2025.
• The options vest over a three-year period, with 1/36th of the shares vesting in 36 substantially equal monthly installments.
• Vesting is contingent upon Mr. Slattery's continuous service with the Issuer, as defined in the company's 2025 Equity Incentive Plan.
• The expiration date for these options is December 18, 2035.
• This award was an Initial Grant, consistent with the non-employee director compensation policy adopted by ImageneBio's board of directors on December 18, 2025.

Sentiment

Score: 6

Explanation: Slightly positive, as it represents a standard compensation practice that aligns director incentives with shareholder interests, without indicating any immediate negative financial implications.

Positives

• The grant aligns the director's interests with those of shareholders through equity ownership.
• It serves as an incentive for the director's continued service and contribution to the company's long-term success.

Negatives

• The issuance of stock options can lead to potential future dilution for existing shareholders if the options are exercised.

Future Outlook

The vesting schedule of the options over a three-year period indicates an expectation of continued service from the director and aligns their long-term interests with the company's performance.

Management Comments

• The award was granted as an Initial Grant as contemplated by the non-employee director compensation policy adopted by the Issuer's board of directors on December 18, 2025.

Industry Context

The grant of stock options to non-employee directors is a common practice across various industries, particularly in biotechnology and growth-oriented companies, to attract and retain experienced board members and align their incentives with long-term shareholder value creation.

Comparison to Industry Standards

• Granting stock options as part of non-employee director compensation is a standard practice in the U.S. public market, similar to compensation structures seen at comparable biotech firms.
• The three-year monthly vesting schedule is a typical approach to ensure continuous engagement and long-term commitment from board members, aligning with governance best practices.

Corporate Governance

Related Party Transactions

• The grant of 31,200 employee stock options to Joseph P. Slattery, a Director, constitutes a related-party transaction as part of his compensation package.

Stakeholder Impact

• Shareholders: Potential for future dilution if options are exercised, but also benefit from incentivized director performance.
• Director (Joseph P. Slattery): Receives equity-based compensation, aligning personal financial interests with company performance and long-term value creation.

Next Steps

• Joseph P. Slattery's continuous service is required for the options to vest according to the monthly schedule over the next three years.

Key Dates

Keywords

ImageneBio, IMA, Stock Options, Director Compensation, Equity Incentive Plan, SEC Form 4, Joseph P. Slattery