ImageneBio, Inc.

Previous wording

We are a clinical-stage biopharmaceutical company developing therapeutics for patients with immunological, autoimmune and inflammatory diseases. Our lead asset, IMG-007, is a non-depleting anti-OX40 monoclonal antibody that binds specifically to OX40 receptor on activated T cells to block receptor binding to OX40 ligand (“OX40L”). IMG-007 is being developed to potentially treat multiple autoimmune and inflammatory diseases and disorders, with initial evaluation in AD and AA. OX40 signaling is thought to be important in driving the pathogenesis of a spectrum of immunological, autoimmune and inflammatory diseases, including additional dermatological diseases, respiratory, gastrointestinal, and rheumatic diseases. IMG-007 is initially being developed for the treatment of AD and AA, and we believe it has further “pipeline within a product” potential. We may explore additional indications with IMG-007 such as asthma, rheumatoid arthritis, and hidradenitis suppurativa, among others.

Current wording

We are a clinical-stage biopharmaceutical company developing therapeutics for patients with immunological, autoimmune and inflammatory diseases. Our lead asset, IMG-007, recently named olevaprubart, is a non-depleting anti-OX40 monoclonal antibody that binds specifically to OX40 receptor on activated T cells to block receptor binding to OX40 ligand (“OX40L”). Olevaprubart is being developed to potentially treat multiple autoimmune and inflammatory diseases and disorders, with initial evaluation in AD and AA. OX40 signaling is thought to be important in driving the pathogenesis of a spectrum of immunological, autoimmune and inflammatory diseases, including additional dermatological diseases, respiratory, gastrointestinal, and rheumatic diseases. Olevaprubart is initially being developed for the treatment of AD and AA, and we believe it has further “pipeline within a product” potential. We may explore additional indications with olevaprubart such as asthma, rheumatoid arthritis, and hidradenitis suppurativa, among others.

Previous wording

We expect to initiate a Phase 2 study in AA by the end of 2026. The study objectives will be characterization of the benefit-risk of IMG-007 and dose selection for future pivotal studies. We expect to have initial data from the Phase 2 study in AA in 2028.

Current wording

We expect to initiate a Phase 2 study in AA by the end of 2026. The study objectives will be characterization of the benefit-risk of olevaprubart and dose selection for future pivotal studies. We expect to have initial data from the Phase 2 study in AA in 2028.

Previous wording

In April 2026, we entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional and accredited investors (the “Investors”), pursuant to which we issued and sold pre-funded warrants to purchase up to 5,770,335 shares of voting common stock (the “Warrant Shares”) at $0.001 per share, in a private placement transaction (the “Private Placement”) at a purchase price of $5.199 per Warrant Share to the Investors for gross proceeds of $30.0 million.

Current wording

In April 2026, we entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional and accredited investors (the “Investors”), including existing investors, pursuant to which we issued and sold pre-funded warrants to purchase up to 5,770,335 shares of voting common stock (the “Warrant Shares”) at $0.001 per share, in a private placement transaction (the “Private Placement”) at a purchase price of $5.199 per Warrant Share to the Investors for gross proceeds of $30.0 million.

Previous wording

Completion of the Reverse Merger, Non-OX40 Divestiture and 2025 PIPE Financing

Current wording

Reverse Merger, Non-OX40 Divestiture and 2025 PIPE Financing

Previous wording

As a result of the Non-OX40 Divestiture, IMG-007 became the only product candidate we have in clinical development. In connection with the Non-OX40 Divestiture, we entered into a Transition Services Agreement (the “Transition Services Agreement”), dated July 25, 2025, with Miragene for the provision of certain transitional services related to our ongoing IMG-007 program.

Current wording

As a result of the Non-OX40 Divestiture, IMG-007 became the only product candidate we have in clinical development. In connection with the Non-OX40 Divestiture, we entered into a Transition Services Agreement (the “Transition Services Agreement”), dated July 25, 2025, with Miragene for the provision of certain transitional services related to the ongoing IMG-007 program.

Previous wording

Concurrently with the execution of the Merger Agreement, and in order to provide us with additional capital for our IMG-007 program, Ikena entered into subscription agreements with certain accredited investors, pursuant to which, immediately following the closing of the Merger, Ikena issued and sold, an aggregate of 2,508,337 shares of common stock in a private placement at a price of $29.90 per share for aggregate gross proceeds of $75.0 million (the “2025 PIPE Financing”).

Current wording

Concurrently with the execution of the Merger Agreement, and in order to provide us with additional capital for the IMG-007 program, Ikena entered into subscription agreements with certain accredited investors, pursuant to which, immediately following the closing of the Merger, Ikena issued and sold an aggregate of 2,508,337 shares of common stock in a private placement at a price of $29.90 per share for aggregate gross proceeds of $75.0 million (the “2025 PIPE Financing”).

Previous wording

We expect to continue to incur significant expenses for the foreseeable future as we seek to advance IMG-007 through clinical development, including in additional indications, complete clinical trials, seek regulatory approval and, if we receive regulatory approval, commercialize our products. Furthermore, the costs of advancing product candidates into each succeeding clinical phase tend to increase substantially over time. The total costs to advance IMG-007 or any future product candidate to regulatory approval in even a single jurisdiction would be substantial. Because of the numerous risks and uncertainties associated with product development, we are unable to accurately predict the timing or amount of increased expenses.

Current wording

We expect to continue to incur significant expenses for the foreseeable future as we seek to advance olevaprubart through clinical development, including in additional indications, complete clinical trials, seek regulatory approval and, if we receive regulatory approval, commercialize our products. Furthermore, the costs of advancing product candidates into each succeeding clinical phase tend to increase substantially over time. The total costs to advance olevaprubart or any future product candidate to regulatory approval in even a single jurisdiction would be substantial. Because of the numerous risks and uncertainties associated with product development, we are unable to accurately predict the timing or amount of increased expenses.

Previous wording

General and administrative expenses consist primarily of personnel-related expenses, including salaries, bonuses, benefits and stock-based compensation, for individuals in our executive, finance, human resources, business development and other administrative functions. Other significant general and administrative expenses include legal fees relating to corporate matters and patent-related expenses, allocated facilities and overhead costs, including insurance and information technology, and professional and consulting fees associated with accounting, audit, tax and investor and public relations. We expect our general and administrative expenses to increase over the next several years as we continue our research and development activities, prepare for potential commercialization of IMG-007 and any future product candidates, as well as expand our operations and operate as a public company.

Current wording

General and administrative expenses consist primarily of personnel-related expenses, including salaries, bonuses, benefits and stock-based compensation, for individuals in our executive, finance, human resources, business development and other administrative functions. Other significant general and administrative expenses include legal fees relating to corporate matters and patent-related expenses, allocated facilities and overhead costs, including insurance and information technology, and professional and consulting fees associated with accounting, audit, tax and investor and public relations. We expect our general and administrative expenses to increase over the next several years as we continue our research and development activities, prepare for potential commercialization of olevaprubart and any future product candidates, as well as expand our operations and operate as a public company.

Previous wording

Research and development expenses for the three months ended March 31, 2026 were $6.0 million compared to $4.0 million for the three months ended March 31, 2025. The increase in program costs of $1.4 million was primarily due to increased clinical trial costs related to our Phase 2b dose-finding AD study that began in 2025, partially offset by a decrease in manufacturing costs.

Current wording

Research and development expenses for the three months ended June 30, 2026 were $6.7 million compared to $5.7 million for the three months ended June 30, 2025. The increase in program costs of $0.5 million was primarily due to increased clinical trial costs related to our Phase 2b dose-finding AD study that began in 2025, partially offset by a decrease in manufacturing costs. Personnel-related costs increased by $0.3 million due primarily to overall compensation increases.

Previous wording

Interest income (expense) for the three months ended March 31, 2026 consisted of $1.1 million of interest earned on our invested cash balances. Interest income (expense) for the three months ended March 31, 2025 consisted of interest expense of $0.1 million on a previously outstanding term loan from Ikena, partially offset by interest income of less than $0.1 million earned on our cash balances. Our term loan from Ikena was settled as part of the Merger and we no longer incur interest expense.

Current wording

Interest income (expense) for the three months ended June 30, 2026 consisted of $1.2 million of interest income earned on our invested cash balances. Interest income (expense) for the three months ended June 30, 2025 consisted of interest expense of $0.3 million on a previously outstanding term loan from Ikena, partially offset by interest income of less than $0.1 million earned on our cash balances. Our term loan from Ikena was settled as part of the Merger and we no longer incur interest expense.

Previous wording

Other income (expense), net for the three months ended March 31, 2026 of $0.3 million consisted primarily of sublease income. Other income (expense), net for the three months ended March 31, 2025 was insignificant.

Current wording

Other income, net for the three months ended June 30, 2026 of $0.4 million consisted primarily of sublease income. Other income, net for the three months ended June 30, 2025 was insignificant.

Previous wording

License revenue for the three months ended March 31, 2025 related to non-OX40 programs. Following the Non-OX40 Divestiture, we no longer generate revenue under license and collaboration agreements.

Current wording

License revenue for the six months ended June 30, 2025 related to non-OX40 programs. Following the Non-OX40 Divestiture, we no longer generate revenue under license and collaboration agreements.

Previous wording

General and administrative expenses for the three months ended March 31, 2026 were $6.1 million compared to $2.8 million for the three months ended March 31, 2025. The increase of $3.4 million was primarily due to an increase in personnel-related expenses of $1.3 million primarily from retention and severance costs of $0.8 million as well as overall compensation increases and increased headcount, and increased stock-based compensation expense of $0.7 million. Facilities-related and other also increased by $1.0 million primarily due to an increase of $0.5 million in facilities costs primarily related to an Ikena lease that expires in April 2027 and increases in insurance costs and other costs to support our operations as a public company.

Current wording

General and administrative expenses for the six months ended June 30, 2026 were $11.2 million compared to $4.5 million for the six months ended June 30, 2025. Increases in personnel-related expenses of $2.2 million were primarily due to retention and severance costs of $1.0 million as well as overall compensation increases, and increased stock-based compensation expense of $1.5 million was primarily due to new equity grants after the closing of the Merger. Consulting and professional services costs increased by $1.2 million primarily due to an increase in legal costs related to intellectual property and general corporate activity. Facilities-related and other also increased by $1.9 million primarily due to an increase of $0.8 million in facilities costs primarily related to an Ikena lease that expires in April 2027 and increases in insurance costs and other costs to support our operations as a public company.

Previous wording

Since inception, we have devoted substantially all of our resources to advancing the development of our portfolio of programs, organizing and staffing, business planning, raising capital, and providing general and administrative support for these operations. We have incurred recurring losses and negative cash flows from operations since our inception. For the three months ended March 31, 2026, we incurred a net loss of $10.6 million and, as of March 31, 2026, we had an accumulated deficit of $240.7 million. Prior to the Merger, we primarily funded our operations with proceeds from the sale and issuance of Inmagene preferred shares. Assets acquired in the Merger included $94.7 million of cash, cash equivalents and marketable securities. Additionally, we received gross proceeds of $75.0 million from the associated 2025 PIPE Financing.

Current wording

Since inception, we have devoted substantially all of our resources to advancing the development of our portfolio of programs, organizing and staffing, business planning, raising capital, and providing general and administrative support for these operations. We have incurred recurring losses and negative cash flows from operations since our inception. For the six months ended June 30, 2026, we incurred a net loss of $20.8 million and, as of June 30, 2026, we had an accumulated deficit of $250.9 million. Prior to the Merger, we primarily funded our operations with proceeds from the sale and issuance of Legacy Inmagene preferred shares. Assets acquired in the Merger included $94.7 million of cash, cash equivalents and marketable securities. Additionally, we received gross proceeds of $75.0 million from the associated 2025 PIPE Financing. In April 2026, we received gross proceeds of $30.0 million from the Private Placement and incurred related issuance costs of $2.0 million. As of June 30, 2026, we had cash, cash equivalents and marketable securities of $136.2 million.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2026 was $14.8 million, consisting primarily of our net loss of $10.6 million and net cash used by changes in our operating assets and liabilities of $5.2 million, partially offset by net non-cash charges of $1.0 million. Cash used by changes in our operating assets and liabilities primarily related to a $3.5 million increase in deposits and other non-current assets related to our clinical trials, a $1.4 million decrease in accounts payable and accrued expenses and other current liabilities and a $0.6 million decrease in operating lease liabilities.

Current wording

Net cash used in operating activities for the six months ended June 30, 2026 was $23.9 million, consisting primarily of our net loss of $20.8 million and net cash used by changes in our operating assets and liabilities of $5.2 million, partially offset by net non-cash charges of $2.1 million. Cash used by changes in our operating assets and liabilities primarily related to a $3.0 million increase in deposits and other non-current assets primarily related to deposits for our clinical trials, a $1.1 million decrease in operating lease liabilities and a $1.0 million decrease in accounts payable and accrued expenses and other current liabilities.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2025 was $7.2 million, consisting primarily of our net loss of $6.1 million and net cash used by changes in our operating assets and liabilities of $1.4 million, partially offset by non-cash charges of $0.3 million. Cash used by changes in our operating assets and liabilities primarily related to a $1.8 million increase in prepaid expenses and other current assets and a $0.7 million decrease in deferred revenue, partially offset by a $1.1 million net increase in accounts payable and accrued expenses and other current liabilities.

Current wording

Net cash used in operating activities for the six months ended June 30, 2025 was $19.1 million, consisting primarily of net loss incurred during the period of $13.7 million and net cash used by changes in our operating assets and liabilities of $6.1 million, partially offset by net non-cash charges of $0.6 million. Cash used by changes in our operating assets and liabilities primarily related to a $6.2 million increase in prepaid expenses and other current assets and a $0.7 million decrease in deferred revenue, partially offset by a $0.9 million increase in accounts payable and accrued expenses and other current liabilities.

Previous wording

Net cash used in investing activities for the three months ended March 31, 2026 was $0.4 million consisting of purchases of available-for-sale securities of $10.9 million, partially offset by maturities of available-for-sale securities of $10.5 million.

Current wording

Net cash used in investing activities for the six months ended June 30, 2026 was $0.8 million consisting of purchases of available-for-sale securities of $18.9 million, partially offset by maturities of available-for-sale securities of $18.1 million.

Previous wording

There was no cash used in or provided by investing activities for the three months ended March 31, 2025.

Current wording

There was no cash used in or provided by investing activities for the six months ended June 30, 2025.

Previous wording

Net cash used in financing activities for the three months ended March 31, 2026 of $3.2 million was primarily due to the payment of issuance costs incurred in 2025 in connection with the reverse recapitalization. Net cash provided by financing activities for the three months ended March 31, 2025 was insignificant.

Current wording

Net cash provided by financing activities for the six months ended June 30, 2026 of $24.8 million consisted primarily of net cash provided by the issuance of pre-funded warrants for common stock of $28.0 million, partially offset by the payment of issuance costs incurred in 2025 in connection with the reverse recapitalization. Net cash provided by financing activities for the six months ended June 30, 2025 was $13.0 million, consisting primarily of $15.0 million of proceeds from the Term Loan, partially offset by $2.0 million paid for deferred offering costs related to the contemplated merger with Ikena.

Previous wording

As of March 31, 2026, we had cash, cash equivalents and marketable securities of $117.2 million. In April 2026, we received gross proceeds of $30.0 million from the Private Placement. We believe that our cash, cash equivalents and marketable securities are sufficient to support operations through at least the next 12 months from the date of issuance of the condensed consolidated financial statements included elsewhere in this Quarterly Report.

Current wording

As of June 30, 2026, we had cash, cash equivalents and marketable securities of $136.2 million. We believe that our cash, cash equivalents and marketable securities are sufficient to support operations through at least the next 12 months from the date of issuance of the condensed consolidated financial statements included elsewhere in this Quarterly Report.

Previous wording

We will need substantial additional funding to support our operating activities as we advance our potential product candidates through development, seek regulatory approval, and prepare for and, if any of our product candidates are approved, proceed to commercialization. Because the length of time and activities associated with successful development of IMG-007 and any future product candidates are highly uncertain, we are unable to estimate the actual funds we will require for development and any marketing and commercialization activities. Our future funding requirements will depend on many factors, including, but not limited to:

Current wording

We will need substantial additional funding to support our operating activities as we advance our potential product candidates through development, seek regulatory approval, and prepare for and, if any of our product candidates are approved, proceed to commercialization. Because the length of time and activities associated with successful development of olevaprubart and any future product candidates are highly uncertain, we are unable to estimate the actual funds we will require for development and any marketing and commercialization activities. Our future funding requirements will depend on many factors, including, but not limited to:

Previous wording

the type, number, scope, progress, expansions, results, costs and timing of, discovery, preclinical studies and clinical trials of IMG-007 and any future product candidates;

Current wording

the type, number, scope, progress, expansions, results, costs and timing of discovery, preclinical studies and clinical trials of olevaprubart and any future product candidates;

Previous wording

the costs and timing of manufacturing for IMG-007 and any future product candidates, including if we develop our own manufacturing capabilities;

Current wording

the costs and timing of manufacturing for olevaprubart and any future product candidates, including if we develop our own manufacturing capabilities;

Previous wording

the cost of establishing a sales, marketing and distribution infrastructure to commercialize IMG-007 and any future product candidates for which we may obtain regulatory approval;

Current wording

the cost of establishing a sales, marketing and distribution infrastructure to commercialize olevaprubart and any future product candidates for which we may obtain regulatory approval;

Previous wording

the initiation, progress, timing and results of our commercialization of IMG-007 and any future product candidates, if approved for commercial sale;

Current wording

the initiation, progress, timing and results of our commercialization of olevaprubart and any future product candidates, if approved for commercial sale;