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IMAGENEBIO, INC.
IMA
Amendment
Ownership

2.10%

Total Shares

241,800

Issuer CIK

1835579

CUSIP

45175G207

Event Date

Jul 24, 2025

Accepted

Jul 29, 2025, 04:53 PM

SEC EDGARView Original Filing
Reporting Persons (9)
Joint Filing

This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.

NameType% of ClassAggregateSole VotingShared Voting
Atlas Venture Fund X, L.P.
Partnership
2.10%241,8000241,800
ATLAS VENTURE ASSOCIATES X, L.P.
Partnership
2.10%241,8000241,800
Atlas Venture Associates X, LLC
Other
2.10%241,8000241,800
Atlas Venture Fund XI, L.P.
Partnership
0.90%103,4940103,494
Atlas Venture Associates XI, L.P.
Partnership
0.90%103,4940103,494
Atlas Venture Associates XI, LLC
Other
0.90%103,4940103,494
Atlas Venture Opportunity Fund I, L.P.
Partnership
0.60%72,885072,885
Atlas Venture Associates Opportunity I, L.P.
Partnership
0.60%72,885072,885
Atlas Venture Associates Opportunity I, LLC
Other
0.60%72,885072,885
Disclosure Items (4)

Security Title

Common Stock, $0.001 par value per share

Issuer Name

IMAGENEBIO, INC.

Issuer Address

12526 High Bluff Drive, Suite 345, San Diego, CA, 92130

Item 4 of the Statement is hereby amended and supplemented as follows: On December 23, 2024, Ikena, Insight Merger Sub I, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands and direct wholly owned subsidiary of Ikena ("Merger Sub I"), Insight Merger Sub II, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands and direct wholly owned subsidiary of Ikena ("Merger Sub II"), and Inmagene Biopharmaceuticals, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands (the "Inmagene"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub I merged with and into Inmagene, pursuant to which Merger Sub I ceased to exist and was struck off the Register of Companies by the Registrar of Companies in the Cayman Islands (the "Registrar of Companies"), with Inmagene surviving (the "Surviving Entity") such merger as a direct, wholly owned subsidiary of Ikena (the "First Merger"), and immediately after the First Merger, the Surviving Entity merged with and into Merger Sub II, pursuant to which Inmagene ceased to exist and was struck off the Register of Companies by the Registrar of Companies, with Merger Sub II surviving such merger as a direct, wholly owned subsidiary of Ikena (the "Second Merger" and, collectively with the First Merger, as appropriate, the "Merger"). On July 15, 2025, Ikena held its annual meeting of Ikena stockholders at which Ikena's stockholders approved the Merger, along with a reverse stock split of Ikena's common stock to be with the final ratio to be mutually agreed to by Ikena and Inmagene. On July 25, 2025, the reverse stock split was effected at a ratio of 1-for-12, the Merger closed and Ikena changed its name to "ImageneBio, Inc." The Reporting Persons are filing this Amendment No. 1 to report the dilution of their beneficial ownership by virtue of the completion of the Merger.

Percentage of Class

As of the date hereof, Atlas X is the record owner of 241,800 shares of Common Stock. AVA X LP is the general partner of Atlas X and AVA X LLC is the general partner of AVA X LP. Each of Atlas X, AVA X LP and AVA X LLC has shared voting and dispositive power over the shares held by Atlas X. As such, each of Atlas X, AVA X LP and AVA X LLC may be deemed to beneficially own the shares held by Atlas X. As of the date hereof, Atlas XI is the record owner of 103,494 shares of Common Stock. AVA XI LP is the general partner of Atlas XI and AVA XI LLC is the general partner of AVA XI LP. Each of Atlas XI, AVA XI LP and AVA XI LLC has shared voting and dispositive power over the shares held by Atlas XI. As such, each of Atlas XI, AVA XI LP and AVA XI LLC may be deemed to beneficially own the shares held by Atlas XI. As of the date hereof, AVOF is the record owner of 72,885 shares of Common Stock. AVAO LP is the general partner of AVOF and AVAO LLC is the general partner of AVAO LP. Each of AVOF, AVAO LP and AVAO LLC has shared voting and dispositive power over the shares held by AVOF. As such, each of AVOF, AVAO LP and AVAO LLC may be deemed to beneficially own the shares held by AVOF. Each of the Fund X Reporting Persons, Fund XI Reporting Persons and Opportunity Fund Reporting Persons may be deemed to beneficially own 2.1%, 0.9% and 0.6%, respectively, of the Issuer's outstanding Common Stock, which percentages are calculated based upon approximately 11,600,000 outstanding shares of Common Stock of the Issuer as of July 25, 2025, as reported in the Issuer's Current Report on Form 8-K and filed with the Securities and Exchange Commission on July 25, 2025. Collectively, the Reporting Persons beneficially own an aggregate of 418,179 shares of Common Stock, which represents 3.6% of the Issuer's outstanding Common Stock. The Fund X Reporting Persons, Fund XI Reporting Persons and the Opportunity Fund Reporting Persons are under common control and as a result, the Reporting Persons may be deemed to be members of a group. However, the Reporting Persons disclaim such group membership, and this Schedule 13D shall not be deemed an admission that the Reporting Persons are members of a group for purposes of Section 13 or for any other purposes.

Number of Shares

As of the date hereof, each of Atlas X, AVA X LP and AVA X LLC have shared voting power and shared dispositive power over 241,800 shares of Common Stock. As of the date hereof, each of Atlas XI, AVA XI LP and AVA XI LLC have shared voting power and shared dispositive power over 103,494 shares of Common Stock. As of the date hereof, each of AVOF, AVAO LP and AVAO LLC have shared voting power and shared dispositive power over 72,885 shares of Common Stock.

Transactions

None of the Reporting Persons have purchased or sold any shares of Common Stock during the past 60 days.

Shareholders

No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the shares of Common Stock beneficially owned by any of the Reporting Persons.

Date of 5% Ownership

The Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock on July 25, 2025 by virtue of the closing of the Merger.

Exhibit 99.1 - Joint Filing Agreement

IMAGENEBIO, INC. — Schedule 13D | 13D Filings