4//SEC Filing
Wang Stephen Hui 4
Accession 0002088597-25-000002
CIK 0001835579other
Filed
Oct 9, 8:00 PM ET
Accepted
Oct 10, 4:37 PM ET
Size
11.6 KB
Accession
0002088597-25-000002
Insider Transaction Report
Form 4
Wang Stephen Hui
Director
Transactions
- Award
Common Stock
2025-07-25+50,144→ 50,144 total(indirect: By Galaxy Alpha L.P.) - Award
Common Stock
2025-07-25+12,535→ 12,535 total(indirect: By Magic Hat L.P.) - Award
Common Stock
2025-07-25+188,042→ 188,042 total(indirect: HLC Healthcare HK Limited)
Footnotes (6)
- [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]Consists of 127,703 shares of the Issuer's Common Stock received in exchange for 41,856,123 Series C-1 Preferred Shares of Legacy Inmagene and 60,339 shares of the Issuer's Common Stock received in exchange for 19,777,018 Series C-2 Preferred Shares of Legacy Inmagene pursuant to the Merger Agreement.
- [F4]HLC Healthcare HK Limited is controlled by HLC Partners III L.P., whose general partner is HLC GP III Company Limited ("HLC GP"). HLC GP is wholly owned by Mr. Wang. HLC GP also acts as the general partner of Galaxy Alpha L.P. and Magic Hat L.P.. The voting and investment power of shares held by HLC Healthcare HK Limited, Galaxy Alpha L.P. and Magic Hat L.P. is exercised by Mr. Wang. Accordingly, Mr. Wang has an indirect pecuniary interest over the shares of the Issuer held by HLC Healthcare HK Limited. Mr. Wang disclaims beneficial ownership of the shares held by HLC Healthcare HK Limited, except to the extent of his pecuniary interest therein, if any.
- [F5]Consists of 34,054 shares of the Issuer's Common Stock received in exchange for 11,161,633 Series C-1 Preferred Shares of Legacy Inmagene and 16,090 shares of the Issuer's Common Stock received in exchange for 5,273,871 Series C-2 Preferred Shares of Legacy Inmagene pursuant to the Merger Agreement.
- [F6]Consists of 8,513 shares of the Issuer's Common Stock received in exchange for 2,790,408 Series C-1 Preferred Shares of Legacy Inmagene and 4,022 shares of the Issuer's Common Stock received in exchange for 1,318,468 Series C-2 Preferred Shares of Legacy Inmagene pursuant to the Merger Agreement.
Documents
Issuer
ImageneBio, Inc.
CIK 0001835579
Entity typeother
Related Parties
1- filerCIK 0002088597
Filing Metadata
- Form type
- 4
- Filed
- Oct 9, 8:00 PM ET
- Accepted
- Oct 10, 4:37 PM ET
- Size
- 11.6 KB