4//SEC Filing
Wang Jonathan Jian 4
Accession 0001415889-25-022091
CIK 0001835579other
Filed
Aug 14, 8:00 PM ET
Accepted
Aug 15, 4:51 PM ET
Size
8.7 KB
Accession
0001415889-25-022091
Insider Transaction Report
Form 4
Wang Jonathan Jian
Director
Transactions
- Award
Common Stock
2025-07-25+143,832→ 143,832 total - Award
Common Stock
2025-07-25+971,173→ 971,173 total(indirect: By Engene Inc.)
Footnotes (5)
- [F1]Under the terms of the Agreement and Plan of Merger, dated as of December 23, 2024, by and among, the Issuer, Insight Merger Sub I, a wholly-owned subsidiary of the Issuer ("Merger Sub I"), Insight 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).
- [F2]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.
- [F3]Received in exchange for 47,142,857 Series Seed convertible preferred shares of Legacy Inmagene pursuant to the Merger Agreement.
- [F4]Received in exchange for 318,313,306 ordinary shares of Legacy Inmagene pursuant to the Merger Agreement.
- [F5]Engene Inc.'s sole shareholder is YJH Trust of which Trident Trust Company (HK) Limited serves as trustee. Dr. Wang's spouse and daughter are the sole beneficiaries of YJH Trust. Accordingly, Dr. Wang has an indirect pecuniary interest over the shares of the Issuer held by Engene Inc. Dr. Wang disclaims beneficial ownership of the shares held by Engene Inc. except to the extent of his pecuniary interest therein, if any.
Documents
Issuer
ImageneBio, Inc.
CIK 0001835579
Entity typeother
Related Parties
1- filerCIK 0001555242
Filing Metadata
- Form type
- 4
- Filed
- Aug 14, 8:00 PM ET
- Accepted
- Aug 15, 4:51 PM ET
- Size
- 8.7 KB