Sec Form 3 Filing - BVF PARTNERS L P/IL @ IMMUNIC, INC. - 2026-02-17

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
BVF PARTNERS L P/IL
2. Issuer Name and Ticker or Trading Symbol
IMMUNIC, INC. [ IMUX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Explanation of Responses
(Last) (First) (Middle)
44 MONTGOMERY ST., 40TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/17/2026
(Street)
SAN FRANCISCO, CA94104
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.0001 par value ( 1 ) 4,135,956 D ( 2 )
Common Stock, $0.0001 par value ( 1 ) 3,027,105 D ( 3 )
Common Stock, $0.0001 par value ( 1 ) 427,629 D ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 5 ) ( 5 ) ( 5 ) Common Stock, $0.0001 par value 4,496,000 D ( 2 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 5 ) ( 5 ) ( 5 ) Common Stock, $0.0001 par value 3,514,428 D ( 3 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 5 ) ( 5 ) ( 5 ) Common Stock, $0.0001 par value 444,452 D ( 4 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 6 ) ( 6 ) ( 6 ) Common Stock, $0.0001 par value 6,817,521 D ( 2 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 6 ) ( 6 ) ( 6 ) Common Stock, $0.0001 par value 5,278,894 D ( 3 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 6 ) ( 6 ) ( 6 ) Common Stock, $0.0001 par value 912,813 D ( 4 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 7 ) ( 7 ) ( 7 ) Common Stock, $0.0001 par value 28,797,932 D ( 2 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 7 ) ( 7 ) ( 7 ) Common Stock, $0.0001 par value 20,525,707 D ( 3 )
Pre-Funded Warrants to Purchase Common Stock ( 1 ) ( 7 ) ( 7 ) ( 7 ) Common Stock, $0.0001 par value 3,202,262 D ( 4 )
Warrants to Purchase Common Stock ( 1 ) ( 8 ) ( 9 ) ( 8 )( 9 ) ( 8 )( 9 ) Common Stock, $0.0001 par value 28,797,932 D ( 2 )
Warrants to Purchase Common Stock ( 1 ) ( 8 ) ( 9 ) ( 8 )( 9 ) ( 8 )( 9 ) Common Stock, $0.0001 par value 20,525,707 D ( 3 )
Warrants to Purchase Common Stock ( 1 ) ( 8 ) ( 9 ) ( 8 )( 9 ) ( 8 )( 9 ) Common Stock, $0.0001 par value 3,202,262 D ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BVF PARTNERS L P/IL
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
BIOTECHNOLOGY VALUE FUND L P
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
BVF I GP LLC
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
BIOTECHNOLOGY VALUE FUND II LP
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
BVF II GP LLC
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
Biotechnology Value Trading Fund OS LP
P.O. BOX 309 UGLAND HOUSE
GRAND CAYMAN, E9KY1-1104
X See Explanation of Responses
BVF Partners OS Ltd.
P.O. BOX 309 UGLAND HOUSE
GRAND CAYMAN, E9KY1-1104
X See Explanation of Responses
BVF GP HOLDINGS LLC
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
BVF INC/IL
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
LAMPERT MARK N
44 MONTGOMERY ST.
40TH FLOOR
SAN FRANCISCO, CA94104
X See Explanation of Responses
Signatures
BVF Partners L.P., By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 02/27/2026
Signature of Reporting Person Date
Biotechnology Value Fund, L.P., By: BVF I GP LLC, its general partner, By: /s/ Mark N. Lampert, Chief Executive Officer 02/27/2026
Signature of Reporting Person Date
BVF I GP LLC, By: /s/ Mark N. Lampert, Chief Executive Officer 02/27/2026
Signature of Reporting Person Date
Biotechnology Value Fund II, L.P., By: BVF II GP LLC, its general partner, By: /s/ Mark N. Lampert, Chief Executive Officer 02/27/2026
Signature of Reporting Person Date
BVF II GP LLC, By: /s/ Mark N. Lampert, Chief Executive Officer 02/27/2026
Signature of Reporting Person Date
BVF Partners OS Ltd., By: BVF Partners L.P., its sole member, By: BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 02/27/2026
Signature of Reporting Person Date
Biotechnology Value Trading Fund OS LP, By: BVF Partners L.P., its investment manager, BVF Inc., its general partner, By: /s/ Mark N. Lampert, President 02/27/2026
Signature of Reporting Person Date
BVF GP Holdings LLC, By: /s/ Mark N. Lampert, Chief Executive Officer 02/27/2026
Signature of Reporting Person Date
BVF Inc., By: /s/ Mark N. Lampert, President 02/27/2026
Signature of Reporting Person Date
/s/ Mark N. Lampert 02/27/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 3 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
( 2 )Securities owned directly by BVF. As the general partner of BVF, BVF GP may be deemed to beneficially own the securities owned directly by BVF. As the sole member of BVF GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF. As the investment manager of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the general parter of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.
( 3 )Securities owned directly by BVF2. As the general partner of BVF2, BVF2 GP may be deemed to beneficially own the securities owned directly by BVF2. As the sole member of BVF2 GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF2. As the investment manager of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.
( 4 )Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.
( 5 ) The Reporting Persons hold certain Pre-Funded Warrants (the "2024 Pre-Funded Warrants") exercisable for an aggregate of 8,580,151 shares of Common Stock. The 2024 Pre-Funded Warrants do not expire and have an exercise price of $0.0001 per share. The 2024 Pre-Funded Warrants are exercisable immediately, except that the 2024 Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.9% of the shares of Common Stock outstanding.
( 6 )The Reporting Persons hold certain Pre-Funded Warrants (the "2025 Pre-Funded Warrants") exercisable for an aggregate of 13,335,000 shares of Common Stock. The 2025 Pre-Funded Warrants do not expire and have an exercise price of $0.0001 per share. The 2025 Pre-Funded Warrants are exercisable immediately, except that the 2025 Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.99% of the shares of Common Stock outstanding.
( 7 )The Reporting Persons hold certain Pre-Funded Warrants (the "2026 Pre-Funded Warrants") exercisable for an aggregate of 53,257,500 shares of Common Stock. The 2026 Pre-Funded Warrants do not expire and have an exercise price of $0.0001 per share. The 2026 Pre-Funded Warrants are exercisable immediately, except that the 2026 Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.99% of the shares of Common Stock outstanding.
( 8 )The Reporting Persons hold certain Warrants (the "Common Warrants") exercisable for an aggregate of 53,257,500 shares of Common Stock. The Common Warrants are exercisable at a price $0.873220 per share of Common Stock following the completion of the Issuer's reverse stock split until the earlier of (i) 30 trading days following the date of the Issuer's initial public announcement of topline data from its Phase 3 ENSURE trials (for the avoidance of doubt, the later date of the initial public announcement of topline data from ENSURE-1 or ENSURE-2, if announced separately) (the "Topline Data Announcement"), (ii) immediately upon the exercise of the 2026 Pre-Funded Warrants if such exercise of 2026 Pre-Funded Warrants is prior to the Topline Data Announcement, provided that if the 2026 Pre-Funded Warrant is not exercised in full, the Common Warrant expires proportionally only to the extent the 2026 Pre-Funded Warrant is exercised, and (iii) February 17, 2031.
( 9 )The Common Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own more than 9.99% of the shares of Common Stock outstanding.

Remarks:
For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons may be deemed to be a director by deputization of the Issuer due to a Principal of Partners, R. Thorvald Nagel, serving on the Board of Directors of the Issuer, and his agreement to transfer to Partners the economic benefit, if any, received upon the sale of any securities of the Issuer he receives in his capacity as a director of the Issuer.

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