Form 4: Replimune CAO to Receive 10,000 RSUs in December 2025

Replimune Group, Inc.'s Chief Accounting Officer, Andrew Schwendenman, is scheduled to receive a grant of 10,000 restricted stock units on December 19, 2025, which will vest over two years.

Summary

• Andrew Schwendenman, Chief Accounting Officer of Replimune Group, Inc. (REPL), is the reporting person for this transaction.
• On December 19, 2025, Schwendenman is scheduled to acquire 10,000 shares of common stock through a grant of restricted stock units (RSUs).
• Each RSU represents a contingent right to receive one share of the Issuer's common stock, with an acquisition price of $0 per unit.
• Following this grant, Schwendenman's direct beneficial ownership will be 78,284 shares of common stock.
• The RSUs will vest in two equal tranches: 50% on November 15, 2026, and the remaining 50% on November 15, 2027, contingent upon his continuous service to the company.

Sentiment

Score: 6

Explanation: The filing reports a standard executive equity grant, which is generally positive for management alignment and retention but has a minor dilutive effect. The future date of the transaction is notable but not inherently negative.

Positives

• The RSU grant aligns the Chief Accounting Officer's financial interests with those of shareholders, incentivizing long-term company performance.
• Equity compensation serves as a key retention tool for critical executive talent, ensuring stability in leadership.

Negatives

• The future settlement of these RSUs will result in minor dilution to existing shareholders, although the amount is relatively small (10,000 shares).

Risks

• The vesting of the restricted stock units is contingent upon Andrew Schwendenman's continuous service to Replimune Group, Inc., meaning the shares could be forfeited if his employment ceases before the vesting dates.

Future Outlook

The grant of restricted stock units signifies a long-term commitment to the Chief Accounting Officer, aiming to align his future incentives with the company's performance and shareholder value creation over the next two to three years.

Industry Context

Equity grants, such as restricted stock units, are a standard component of executive compensation packages in the biotechnology and pharmaceutical industries. They are commonly used to attract, retain, and incentivize key personnel by linking their compensation directly to the company's stock performance and long-term success.

Comparison to Industry Standards

• The RSU grant structure, featuring a multi-year vesting schedule contingent on continuous service, is consistent with typical executive compensation practices observed across comparable biotech companies.
• The grant size for a Chief Accounting Officer is within expected ranges for a company of Replimune's stage and market capitalization, aiming to foster long-term commitment and performance.

Stakeholder Impact

• Shareholders: Experience minor potential future dilution upon RSU vesting, but benefit from improved alignment of executive incentives with long-term shareholder interests.
• Employees: The grant signals the company's commitment to retaining key talent through competitive equity compensation.

Next Steps

• First tranche of 5,000 RSUs to vest on November 15, 2026, subject to continuous service.
• Second tranche of 5,000 RSUs to vest on November 15, 2027, subject to continuous service.

Key Dates

Recommendation

This Form 4 filing details a routine equity compensation grant to a key executive. While it aligns management incentives with shareholder value, the transaction itself is not significant enough in scale or nature to warrant a change in investment recommendation. It represents a standard operational aspect of executive retention and compensation.

Keywords

Replimune Group, REPL, Form 4, Insider Transaction, Restricted Stock Units, RSU, Executive Compensation, Andrew Schwendenman, Equity Grant, Stock Vesting