Berman David M 4

4 · Immunocore Holdings plc · Filed Feb 19, 2026

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Updated Feb 19, 2026

Immunocore (IMCR) Head of R&D David Berman Sells Shares

What Happened

David M. Berman, Head of Research & Development at Immunocore Holdings plc (IMCR), had 11,824 restricted stock units (RSUs) vest and convert to ordinary shares on Feb 17, 2026 (reported as an M — exercise/conversion of a derivative) at $0.00 exercise price.
Following the vesting, 5,965 of those shares were sold in an open-market sell-to-cover transaction on Feb 18, 2026 at a weighted average price of $32.35, generating proceeds of $192,968. The sales prices ranged from $32.17 to $32.70.

Key Details

Transaction dates: Feb 17, 2026 (RSU conversion/exercise), Feb 18, 2026 (open‑market sale).
Shares acquired via conversion: 11,824 RSUs -> 11,824 ordinary shares (no exercise cost noted).
Shares sold: 5,965 shares disposed at a weighted average $32.35; total proceeds $192,968. Sales price range: $32.17–$32.70 (see footnote F3).
Purpose of sale: sell-to-cover to satisfy income tax withholding on RSU vesting (footnote F2).
RSU grant context: These RSUs were part of a grant of 47,297 RSUs made Feb 17, 2025 that vest in four equal annual installments starting Feb 17, 2026 (footnote F5). Each RSU represents one ordinary share (footnote F4).
ADR note: Ordinary shares may be represented by American Depositary Shares (1 ADS = 1 Ordinary Share) (footnote F1).
Filing timeliness: Report covers transactions on Feb 17–18, 2026 and was filed Feb 19, 2026 — appears to be filed within the normal two‑business‑day window for Form 4s.

Context

This is a routine tax‑related sell-to-cover following RSU vesting rather than a discretionary open‑market sale for investment purposes. The RSUs converted into shares at $0.00 (typical for RSU vesting), and only a portion of the vested shares were sold to cover taxes. Based on the reported numbers, approximately 11,824 vested and 5,965 were sold — implying roughly 5,859 shares remained with the insider from this vesting, assuming no other dispositions were made (calculation: 11,824 − 5,965 = 5,859).
For retail investors: such sell-to-cover transactions are common and generally reflect tax withholding requirements rather than a direct signal of the insider’s views on the stock.

Form 4

Period: 2026-02-17

HEAD OF R&D

Transactions

Exercise/Conversion
Ordinary Shares
[F1]
2026-02-17+11,824→ 11,824 total
Sale
Ordinary Shares
[F1][F2][F3]
2026-02-18$32.35/sh−5,965$192,968→ 5,859 total
Exercise/Conversion
Restricted Share Units
[F4][F5][F1]
2026-02-17−11,824→ 35,473 total
→ Ordinary Shares (11,824 underlying)

Footnotes (5)

[F1]Ordinary Shares may be represented by American Depositary Shares. Each American Depositary Share represents one Ordinary Share.
[F2]The shares were sold pursuant to a sell-to-cover arrangement for the purpose of satisfying income tax liabilities incurred upon vesting of restricted stock units ("RSUs").
[F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.17 to $32.70 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F4]Each RSU represents a contingent right to receive one Ordinary Share.
[F5]On February 17, 2025, the Reporting Person was granted 47,297 RSUs, vesting in four equal annual installments beginning February 17, 2026, subject to the Reporting Person's continuous service through each such vesting date.

Signature

/s/ Lily Hepworth, Attorney-in-Fact|2026-02-19

1 file