Form 4: Lyell COO Hill Reports Equity Transactions
Insider Transaction Report
Lyell Immunopharma's COO, Stephen J. Hill, reported the acquisition of 4,000 shares from performance-based RSUs, a tax-related sale of 109 shares, and a new option grant for 65,000 shares.
Summary
- Stephen J. Hill, Chief Operating Officer of Lyell Immunopharma, Inc. (LYEL), reported several equity transactions.
- On February 9, 2026, 4,000 shares of Common Stock were issued to Mr. Hill due to the achievement of certain performance criteria for restricted stock units granted on February 9, 2024.
- On February 10, 2026, Mr. Hill sold 109 shares of Common Stock at a price of $23.12 per share to cover tax withholding obligations from the settlement of vested restricted stock units.
- Following these transactions, Mr. Hill beneficially owned 19,031 shares of Common Stock.
- On February 10, 2026, Mr. Hill was granted an option to buy 65,000 shares of Common Stock with an exercise price of $23.71.
- The option will vest 12.5% six months after February 9, 2026, and then 1/48th monthly thereafter, subject to continued service.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this filing as moderately positive. The vesting of performance-based RSUs indicates achieved milestones, and the significant option grant aligns executive incentives with future company growth, outweighing the routine tax-related share sale.
Positives
- The issuance of 4,000 shares from performance-based restricted stock units indicates the achievement of specific performance criteria certified by the compensation committee.
- The grant of an option to acquire 65,000 shares provides a significant incentive for the Chief Operating Officer to contribute to the company's long-term success.
Negatives
- A sale of 109 shares occurred to cover tax withholding obligations, which is a routine event for RSU vesting but represents a disposition of shares.
Future Outlook
The vesting schedule for the newly granted option, which extends over several years, indicates an expectation of continued service from the Chief Operating Officer and aligns his long-term incentives with the company's future performance.
Industry Context
StockSavvy.ai notes that routine insider transactions, such as RSU vestings and associated tax sales, along with new option grants, are common in the biotechnology and pharmaceutical sectors. These compensation structures are designed to align executive interests with shareholder value creation over the long term, particularly in companies like Lyell Immunopharma focused on research and development with potentially long lead times to market.
Stakeholder Impact
- Shareholders: The grant of performance-based equity and options to a key executive aligns management's interests with shareholder value creation, potentially benefiting long-term investors.
- Employees: The reporting person's continued service, incentivized by equity, may contribute to stable leadership and strategic execution.
Next Steps
- Continued vesting of the 65,000 share option grant over the next several years, contingent on Stephen J. Hill's continued service to the Issuer.
Key Dates
| Date | Description |
|---|---|
| 11/18/2025 | 390 shares acquired under the Issuer's 2021 Employee Stock Purchase Plan, included in beneficial ownership. |
| 02/09/2026 | 4,000 shares of Common Stock issued to Stephen J. Hill upon achievement of performance criteria for restricted stock units granted on February 9, 2024. |
| 02/09/2026 | Compensation committee certified performance criteria for RSU vesting. |
| 02/10/2026 | 109 shares of Common Stock sold to cover tax withholding obligations at $23.12 per share. |
| 02/10/2026 | Option to buy 65,000 shares of Common Stock granted with an exercise price of $23.71. |
| 02/11/2026 | Date the Form 4 was signed and filed. |
| August 9, 2026 | Approximate date when 12.5% of the 65,000 share option grant will vest (six months after February 9, 2026). |
| 02/09/2036 | Expiration date for the option to buy 65,000 shares. |
Keywords
Lyell Immunopharma, LYEL, Form 4, Insider Transaction, Executive Compensation, Restricted Stock Units, Stock Options, Performance-Based Equity
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