Immunome Inc. 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock has been publicly traded on the Nasdaq Global Market under the symbol “IMNM” since October 2, 2020. Holders As of March 22, 2021, the Company had approximately 10,659,626 record holders of its common stock. A substantially greater number of holders are beneficial owners whose shares are held of record by banks, brokers and other nominees. Dividends The Company has not declared or paid any dividends since its inception nor does it expect to pay dividends in the foreseeable future. Securities Authorized for Issuance Under Equity Compensation Plans The information under the heading “Securities Authorized for Issuance Under Equity Compensation Plans” will be filed in the Company’s definitive proxy statement for the 2021 annual meeting of stockholders and is incorporated herein by reference. Recent Sales of Unregistered Securities Set forth below is information regarding securities issued by us in 2020 that were not registered under the Securities Act. Also included is the consideration received by us for such securities and information relating to the section of the 89 Table of Contents Securities Act, or rule of the Securities and Exchange Commission, under which exemption from registration was claimed. (a) Issuance of Preferred Stock In January 2020 and June 2020, we issued and sold an aggregate of 1,226,925 shares of our Series A convertible preferred stock to 51 investors for aggregate consideration of $11 million. No underwriters were involved in the foregoing issuances of securities. The securities described in this paragraph (a) were issued to accredited investors in reliance upon exemptions from the registration requirements of the Securities Act provided under Regulation D promulgated under the Securities Act, or pursuant to Section 4(a)(2) under the Securities Act, relating to transactions by an issuer not involving any public offering. (b) Issuance of Common Stock During 2020, we issued an aggregate of 127,291 shares of common stock upon the exercise of options for aggregate consideration of $20,849. No underwriters were involved in the foregoing issuances of securities. The issuances of shares of our common stock described in this paragraph (b) were issued pursuant to written compensatory plans or arrangements with our employees, directors, and consultants, in reliance on the exemption provided by Rule 701 promulgated under the Securities Act, or pursuant to Section 4(a)(2) under the Securities Act, relating to transactions by an issuer not involving any public offering. (c) Stock Option Grants and Option Exercises During 2020, we granted options to purchase an aggregate of 1,168,618 shares of common stock, with exercise prices ranging from $0.54 to $11.38 per share, to employees, directors and consultants pursuant to our 2018 Equity Incentive Plan, as amended, and our 2020 Equity Incentive Plan. During 2020, we issued an aggregate of 127,291 shares of common stock upon the exercise of options for aggregate consideration of $20,849, as described in paragraph (b) above. No underwriters were involved in the foregoing issuances of securities. The issuances of stock options and the shares of our common stock issued upon the exercise of the options described in this paragraph (c) were issued pursuant to written compensatory plans or arrangements with our employees, directors, and consultants, in reliance on the exemption provided by Rule 701 promulgated under the Securities Act, or pursuant to Section 4(a)(2) under the Securities Act, relating to transactions by an issuer not involving any public offering. (d) Warrant Issuance In June 2020, we issued 1,035,196 warrants to purchase shares of our Series A convertible preferred stock, with a per-share purchase price of $9.00 per share, to 49 investors. No underwriters were involved in the foregoing issuance of securities. The issuance of the warrants described in this paragraph (d) were issued to investors in reliance upon the exemption from the registration requirements of the Securities Act, as set forth in Section 4(a)(2) under the Securities Act, relating to transactions by an issuer not involving any public offering. Use of Proceeds The registration statement on Form S-1 (File No. 333-248687), relating to the IPO, became effective on October 1, 2020. The registration statement registered the offer and sale of 3,737,500 shares of our common stock (including 487,500 shares of our common stock subject to the underwriters’ option to purchase additional shares). In October 2020, we completed the sale of the 3,737,500 shares of our common stock registered thereunder at an initial public offering 90 Table of Contents price of $12.00 per share for an aggregate offering price of approximately $44.9 million, which included 487,500 shares of our common stock pursuant to the underwriters’ option to purchase additional shares. The underwriters of the offering were Ladenburg Thalmann & Co. Inc. and Chardan Capital Markets, LLC. Following the sale of the shares in connection with the closing of the IPO, the offering terminated. We received net proceeds of approximately $38.7 million after deducting underwriting discount and commissions of $3.1 million and offering costs of $3.0 million. No payments for such expenses were made directly or indirectly to (i) any of our officers or directors or their associates, (ii) any persons owning 10% or more of any class of our equity securities, or (iii) any of our affiliates. As of December 31, 2020, there have been no material changes in the planned use of proceeds from our IPO that were described in the Prospectus filed with the SEC on October 5, 2020 pursuant to Rule 424(b)(4). Issuer Purchases of Equity Securities None. Item 6. Selected Financial Data Not required. ​ 91 Table of Contents