Sec Form 4 Filing - Whaley Glenn @ IMMUNIC, INC. - 2024-03-04

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Whaley Glenn
2. Issuer Name and Ticker or Trading Symbol
IMMUNIC, INC. [ IMUX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
1200 AVENUE OF THE AMERICAS, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
03/04/2024
(Street)
NEW YORK, NY10036
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
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
Stock Option $ 7.37 ( 1 ) 03/04/2024 D 15,000 ( 1 ) 12/01/2029 Common Stock 15,000 ( 1 ) 0 D
Stock Option $ 8.84 ( 1 ) 03/04/2024 D 15,000 ( 1 ) 04/29/2030 Common Stock 15,000 ( 1 ) 0 D
Stock Option $ 12.3 ( 1 ) 03/04/2024 D 30,000 ( 1 ) 07/01/2030 Common Stock 30,000 ( 1 ) 0 D
Stock Option $ 15.72 ( 1 ) 03/04/2024 D 40,000 ( 1 ) 03/01/2031 Common Stock 40,000 ( 1 ) 0 D
Stock Option $ 10.73 ( 1 ) 03/04/2024 D 70,000 ( 1 ) 01/03/2032 Common Stock 70,000 ( 1 ) 0 D
Stock Option $ 10.88 ( 1 ) 03/04/2024 D 40,000 ( 1 ) 03/10/2032 Common Stock 40,000 ( 1 ) 0 D
Stock Option $ 3.4 ( 1 ) 03/04/2024 D 10,000 ( 1 ) 06/15/2032 Common Stock 10,000 ( 1 ) 0 D
Stock Option $ 1.72 ( 1 ) 03/04/2024 A 220,000 ( 1 ) ( 1 ) Common Stock 220,000 ( 1 ) 220,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Whaley Glenn
1200 AVENUE OF THE AMERICAS, SUITE 200
NEW YORK, NY10036
Chief Financial Officer
Signatures
/s/ Glenn Whaley 03/06/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 4, 2024, the stockholders of Immunic, Inc. approved a proposal to reduce the exercise price of all employee stock options having an exercise price above $3.00 per share (the "Eligible Options") to the greater of $1.72 and 110% of the closing price on a future repricing date to be set by the Board of Directors. The Board of Directors then determined that the exercise price of all Eligible Options will be repriced to $1.72 per share, which is greater than 110% of the closing price of the Common Stock on March 4, 2024, the repricing date set by the Board of Directors. Accordingly, this Form 4 reflects the cancellation of each Eligible Option and the reissuance of all Eligible Options at an exercise price of $1.72 per share. Following the repricing, each Eligible Option retains its respective original vesting schedule and expiration date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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