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Immunome Inc.

For the period ended Sep 30, 2026. Filed Nov 9, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 9, 2026

IMNM$19.36+3.5%Stored close · as of Nov 9, 2026

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10. Share-based compensation

2020 Equity Incentive Plan

In September 2020, the Company adopted the 2020 Equity Incentive Plan, or the 2020 Plan, which supersedes all prior equity incentive plans. On January 1, 2026, the number of shares available for future issuance under the 2020 Plan increased by 4,525,327 shares. As of September 30, 2026, there were 2,423,867 shares available for issuance under the 2020 Plan.

In October 2023, the Company completed its merger with Morphimmune, Inc. and assumed the Morphimmune 2020 Equity Incentive Plan, or the Morphimmune Plan. There were 27,377 shares available for issuance under the Morphimmune Plan as of September 30, 2026.

2024 Inducement Plan

In October 2024, the Company adopted the 2024 Inducement Plan, or the 2024 Plan, to be used exclusively for grants of equity awards to individuals that were not previously employees or directors of the Company, as an inducement material to the individual’s entry into employment with the Company. In May 2026, the Compensation Committee of the Board of Directors of the Company approved an amendment to the 2024 Plan increasing the aggregate shares reserved under the 2024 Plan from 3,500,000 to 5,000,000. The terms and conditions of the 2024 Plan are substantially similar to the Company’s 2020 Plan. As of September 30, 2026, there were 935,760 shares available for issuance under the 2024 Plan.

Stock options granted for Chief Executive Officer

In June 2023, Clay Siegall, Ph.D. was granted 2,137,080 options to purchase shares of the Company’s common stock, or the Inducement Grant.

The Inducement Grant, the Morphimmune Plan, the 2024 Plan and the 2020 Plan are collectively referred to as the Plans.

2020 Employee Stock Purchase Plan

The Company adopted the 2020 Employee Stock Purchase Plan, or ESPP, in September 2020. On January 1, 2026, the shares of common stock authorized for issuance under the ESPP increased by 1,000,000 shares. As of September 30, 2026, there were 2,550,859 shares available for issuance under the ESPP. No shares of common stock have been issued under the ESPP as of September 30, 2026.

Stock options

A summary of option activity under the Plans during thenine months ended September 30, 2026 is as follows:

Number ofshares · Weighted averageexercise priceper share · Weighted averageremainingcontractualterm (years) · Aggregate Intrinsic Value(in thousands)
Outstanding at December 31, 202515,856,758$10.158.49$180,668
Granted4,314,78222.11
Exercised(514,257)7.12
Forfeited(293,140)11.40
Expired(3,187)13.43
Outstanding at September 30, 202619,360,956$12.888.18$171,248
Exercisable at September 30, 20268,384,450$9.297.36$103,082

Aggregate intrinsic value in the above table is calculated as the difference between the exercise price of the options and the Company’s fair value of its common stock as of period end.

The weighted-average grant date fair value of stock options granted during the nine months ended September 30, 2026 and 2025 was $17.34 and $7.53 per share, respectively. The aggregate intrinsic value of options exercised during thenine months ended September 30, 2026 and 2025 was $7.9 million and $2.5 million, respectively.

The weighted average assumptions used in the Black-Scholes option-pricing model for stock options granted were:

Nine Months Ended September 30,
20262025
Expected volatility94.1%85.1%
Risk-free interest rate4.3%4.0%
Expected term (in years)6.076.06
Expected dividend yield—%—%

Restricted Stock Units

A summary of RSU activity under the Plans during the nine months ended September 30, 2026 is as follows:

Number ofRSUsWeighted averagegrant date fair value
Outstanding at December 31, 2025—$—
Granted1,078,45022.01
Vested——
Canceled and Forfeited(4,250)22.01
Outstanding at September 30, 20261,074,200$22.01

Stock-Based Compensation

The Company recorded stock-based compensation expense inthe following expense categories of its condensed consolidated statements of operations and comprehensive loss (in thousands):

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Research and development$6,583$2,851$14,455$7,518
General and administrative6,1783,89615,05810,279
Total share-based compensation expense$12,761$6,747$29,513$17,797

As of September 30, 2026, unrecognized share-based compensation related to stock options and RSUs was $125.4 million and $22.5 million, respectively, and is expected to be recognized over a weighted average period of 3.0 years and 3.8 years, respectively.

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