Form 4: XOMA CIO Sitko Acquires 6,712 Common Shares

XOMA Royalty Corp's Chief Investment Officer, Bradley Sitko, acquired 6,712 shares of common stock through the exercise of Performance Stock Units.

Summary

• Bradley Sitko, Chief Investment Officer of XOMA Royalty Corp, reported a transaction on September 19, 2025.
• Sitko acquired 6,712 shares of Common Stock through the exercise of Performance Stock Units (PSUs).
• The acquisition price for these shares was $0.
• Following this transaction, Sitko directly owns 19,822 shares of Common Stock.
• Sitko also directly owns 313 shares of 8.625% Series A Cumulative Perpetual Preferred Stock and 7,045 Depositary Shares 8.375% Series B Cumulative Stock.
• Indirect holdings include Common Stock (829 via 401(k) Plan, 1,500 via spouse, 75 via child, 75 via another child), 82 shares of Series A Preferred Stock via spouse, and 2,000 Series B Depositary Shares via spouse.
• The PSUs represent a contingent right to receive one share of Common Stock, vesting upon the Common Stock achieving a specified price per share, with an expiration date of May 18, 2026.

Sentiment

Score: 7

Explanation: The acquisition of shares by a Chief Investment Officer through the exercise of performance-based equity awards is generally a positive signal, indicating management's confidence and alignment with shareholder interests. The $0 acquisition price for the common stock suggests the fulfillment of performance conditions for the PSUs.

Positives

• An insider, the Chief Investment Officer, increased their direct ownership of common stock, which can signal confidence in the company's future.
• The acquisition of shares at a $0 price indicates the vesting and exercise of performance-based equity awards, aligning management incentives with shareholder value.

Future Outlook

The vesting of Performance Stock Units is contingent upon the Common Stock achieving a specified price per share, indicating a future performance target for the company's equity.

Management Comments

• Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock (the "Common Stock"). The PSUs vest upon the Common Stock achieving a specified price per share.

Industry Context

This insider transaction reflects standard equity compensation practices within the biotechnology and royalty acquisition sectors, where performance-based awards are used to align executive incentives with long-term shareholder value creation.

Comparison to Industry Standards

• NA

Corporate Governance

Stakeholder Impact

• Shareholders: Increased insider ownership may be viewed positively as it aligns management's interests with shareholder value.
• Employees: The vesting of performance-based equity awards demonstrates the company's commitment to incentive-based compensation.

Next Steps

• Continued monitoring of the vesting conditions for remaining Performance Stock Units.
• Future Form 4 filings for any subsequent insider transactions by Bradley Sitko.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction involving the exercise of Performance Stock Units by the Chief Investment Officer. While an increase in insider ownership can be a positive signal, this specific transaction is a result of pre-determined equity compensation vesting rather than an open market purchase, thus it does not provide new fundamental information to warrant a change in investment recommendation. It primarily confirms the alignment of management incentives with company performance.

Keywords

XOMA Royalty Corp, XOMA, Bradley Sitko, Chief Investment Officer, Insider Trading, Form 4, Common Stock, Performance Stock Units, PSUs, Equity Compensation, Beneficial Ownership