INAB · In8bio, Inc. · Insider Trading

Represents a bona fide gift for no consideration to a 501(c)(3) charitable foundation.

The securities are held by Malcom and Emily Fairbairn 2010 CRUT (the "CRUT"). The Reporting Person is a trustee of the CRUT.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 9, 2026; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 9, 2026; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on each of November 9, 2026, May 9, 2027, November 9, 2027 and May 9, 2028, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on each of November 9, 2026, May 9, 2027, November 9, 2027 and May 9, 2028, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 9, 2026; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 9, 2026; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 9, 2026; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on each of November 9, 2026, May 9, 2027, November 9, 2027 and May 9, 2028, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on each of November 9, 2026, May 9, 2027, November 9, 2027 and May 9, 2028, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on February 4, 2027 and the remaining shares subject to the option shall vest in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on February 4, 2027 and the remaining shares subject to the option shall vest in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on February 4, 2027 and the remaining shares subject to the option shall vest in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person continuing to provide service through each such date.

Twenty-five percent (25%) of the shares subject to the option shall vest on February 4, 2027 and the remaining shares subject to the option shall vest in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person continuing to provide service through each such date.

Effective June 3, 2025, the Issuer effected a 1-for-30 reverse stock split of the Issuer's common stock. The number of securities reported herein have been adjusted to reflect the reverse stock split.

Effective June 3, 2025, the Issuer effected a 1-for-30 reverse stock split of the Issuer's common stock. The number of securities reported herein have been adjusted to reflect the reverse stock split.

Effective June 3, 2025, the Issuer effected a 1-for-30 reverse stock split of the Issuer's common stock. The number of securities reported herein have been adjusted to reflect the reverse stock split.

The securities are held by Malcom and Emily Fairbairn 2010 CRUT (the "CRUT"). The Reporting Person is a trustee of the CRUT.

Effective June 3, 2025, the Issuer effected a 1-for-30 reverse stock split of the Issuer's common stock. The number of securities reported herein have been adjusted to reflect the reverse stock split.

Effective June 3, 2025, the Issuer effected a 1-for-30 reverse stock split of the Issuer's common stock. The number of securities reported herein have been adjusted to reflect the reverse stock split.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 8, 2025; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 8, 2025; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 8, 2025; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 8, 2025; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 8, 2025; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

One twelfth (1/12th) of the shares subject to the option shall vest in equal monthly installments commencing on June 8, 2025; provided, however, that the option will in any case be fully vested on the date of the Company's next annual meeting of stockholders, subject to the Reporting Person continuing to provide service through each such date.

Pursuant to a Warrant Exchange Agreement (the "Warrant Exchange Agreement"), dated as of April 26, 2025, between In8bio, Inc. (the "Issuer") and Bios Clinical Opportunity Fund, LP ("Bios COF"), Bios COF purchased from the Issuer in a private placement 1,148,482 pre-funded warrants (the "Pre-Funded Warrants") to purchase one share of Common Stock in exchange for the surrender by Bios COF for cancellation of (i) 574,241 Series A Warrants to purchase one share of Common Stock, (ii) 574,241 Series B Warrants to purchase one share of Common Stock and (iii) payment to the Issuer of $204,774.34 in cash. The closing of the transactions contemplated by the Warrant Exchange Agreement occurred on May 2, 2025 . The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full.

Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors may be deemed to beneficially own the securities held directly by Bios COF.

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Pursuant to a Warrant Exchange Agreement (the "Warrant Exchange Agreement"), dated as of April 26, 2025, between In8bio, Inc. (the "Issuer") and Bios Clinical Opportunity Fund, LP ("Bios COF"), Bios COF purchased from the Issuer in a private placement 1,148,482 pre-funded warrants (the "Pre-Funded Warrants") to purchase one share of Common Stock in exchange for the surrender by Bios COF for cancellation of (i) 574,241 Series A Warrants to purchase one share of Common Stock, (ii) 574,241 Series B Warrants to purchase one share of Common Stock and (iii) payment to the Issuer of $204,774.34 in cash. The closing of the transactions contemplated by the Warrant Exchange Agreement occurred on May 2, 2025 . The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full.

Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors may be deemed to beneficially own the securities held directly by Bios COF.

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Pursuant to a Warrant Exchange Agreement (the "Warrant Exchange Agreement"), dated as of April 26, 2025, between In8bio, Inc. (the "Issuer") and Bios Clinical Opportunity Fund, LP ("Bios COF"), Bios COF purchased from the Issuer in a private placement 1,148,482 pre-funded warrants (the "Pre-Funded Warrants") to purchase one share of Common Stock in exchange for the surrender by Bios COF for cancellation of (i) 574,241 Series A Warrants to purchase one share of Common Stock, (ii) 574,241 Series B Warrants to purchase one share of Common Stock and (iii) payment to the Issuer of $204,774.34 in cash. The closing of the transactions contemplated by the Warrant Exchange Agreement occurred on May 2, 2025 . The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full.

Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors may be deemed to beneficially own the securities held directly by Bios COF.

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Pursuant to a Warrant Exchange Agreement (the "Warrant Exchange Agreement"), dated as of April 26, 2025, between In8bio, Inc. (the "Issuer") and Bios Clinical Opportunity Fund, LP ("Bios COF"), Bios COF purchased from the Issuer in a private placement 1,148,482 pre-funded warrants (the "Pre-Funded Warrants") to purchase one share of Common Stock in exchange for the surrender by Bios COF for cancellation of (i) 574,241 Series A Warrants to purchase one share of Common Stock, (ii) 574,241 Series B Warrants to purchase one share of Common Stock and (iii) payment to the Issuer of $204,774.34 in cash. The closing of the transactions contemplated by the Warrant Exchange Agreement occurred on May 2, 2025 . The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full.

Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors may be deemed to beneficially own the securities held directly by Bios COF.

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Pursuant to a Warrant Exchange Agreement (the "Warrant Exchange Agreement"), dated as of April 26, 2025, between In8bio, Inc. (the "Issuer") and Bios Clinical Opportunity Fund, LP ("Bios COF"), Bios COF purchased from the Issuer in a private placement 1,148,482 pre-funded warrants (the "Pre-Funded Warrants") to purchase one share of Common Stock in exchange for the surrender by Bios COF for cancellation of (i) 574,241 Series A Warrants to purchase one share of Common Stock, (ii) 574,241 Series B Warrants to purchase one share of Common Stock and (iii) payment to the Issuer of $204,774.34 in cash. The closing of the transactions contemplated by the Warrant Exchange Agreement occurred on May 2, 2025 . The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full.

Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors may be deemed to beneficially own the securities held directly by Bios COF.

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Pursuant to a Warrant Exchange Agreement (the "Warrant Exchange Agreement"), dated as of April 26, 2025, between In8bio, Inc. (the "Issuer") and Bios Clinical Opportunity Fund, LP ("Bios COF"), Bios COF purchased from the Issuer in a private placement 1,148,482 pre-funded warrants (the "Pre-Funded Warrants") to purchase one share of Common Stock in exchange for the surrender by Bios COF for cancellation of (i) 574,241 Series A Warrants to purchase one share of Common Stock, (ii) 574,241 Series B Warrants to purchase one share of Common Stock and (iii) payment to the Issuer of $204,774.34 in cash. The closing of the transactions contemplated by the Warrant Exchange Agreement occurred on May 2, 2025 . The Pre-Funded Warrants have an exercise price of $0.0001 per share, will be exercisable immediately and will be exercisable until the Pre-Funded Warrant is exercised in full.

Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios COF. Bios Management is the general partner of Bios Equity COF. Bios Advisors is the general partner of Bios Management. Bios Management and are entities managed and controlled by Mr. Fletcher. Mr. Fletcher, Bios Management and Bios Advisors each share voting and investment control with respect to the shares held by Bios COF. Because of the relationship between Mr. Fletcher, Bios Management, Bios Advisors and Bios Equity COF, Mr. Fletcher, Bios Management and Bios Advisors may be deemed to beneficially own the securities held directly by Bios COF.

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Pursuant to an Exchange Letter Agreement, dated April 26, 2025 (the "Exchange Agreement"), by and between the Company and the Reporting Person, the Reporting Person surrendered to the Company for cancellation the Series A Warrants for a like number of Pre-Funded Warrants to purchase common stock, with a per share exercise price of $0.0001 per share.

Fully vested and exercisable.

The Pre-Funded Warrants have no expiration date and are exercisable at any time after the date of issuance. The Pre-Funded Warrants are subject to certain exercise limitations.

Pursuant to an Exchange Letter Agreement, dated April 26, 2025 (the "Exchange Agreement"), by and between the Company and the Reporting Person, the Reporting Person surrendered to the Company for cancellation the Series A Warrants for a like number of Pre-Funded Warrants to purchase common stock, with a per share exercise price of $0.0001 per share.

The reported securities are included within 81,967 units purchased by the Reporting Person on December 13, 2023 for $1.22 per unit. Each unit consists of one share of common stock, one Series A warrant and one Series B warrant, each warrant represents the right to purchase 81,967 shares of common stock.

Fully vested and exercisable.

Fully vested and exercisable.

Fully vested and exercisable.

Fully vested and exercisable.

Fully vested and exercisable.

Fully vested and exercisable.

Fully vested and exercisable.

The reported transaction involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the grant of a "replacement" warrant. The warrant was originally granted on December 13, 2023 with an exercise price of $1.50 and expiration date of December 13, 2028. The exercise price was reduced to $0.1844 per share and the warrant expiration date was amended to May 2, 2025.

The reported securities are included within 81,967 units purchased by the Reporting Person on December 13, 2023 for $1.22 per unit. Each unit consists of one share of common stock, one Series A warrant and one Series B warrant, each warrant represents the right to purchase 81,967 shares of common stock.

Fully vested and exercisable.

The reported transaction involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the grant of a "replacement" warrant. The warrant was originally granted on December 13, 2023 and later amended on October 4, 2024 with an exercise price of $0.45 per share and expiration date of October 4, 2025. On April 27, 2025 in regards to 15,000 warrant shares, the exercise price was reduced to $0.1844 per share and the warrant expiration date was amended to May 2, 2025. The remaining 5,492 warrant shares are unchanged.

The reported securities are included within 20,492 units purchased by the Reporting Person on December 13, 2023 for $1.22 per unit. Each unit consists of one share of common stock, one Series A warrant and one Series B warrant, each warrant represents the right to purchase 20,492 shares of common stock.

Fully vested and exercisable.

The reported transaction involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the grant of a "replacement" warrant. The warrant was originally granted on December 13, 2023 with an exercise price of $1.50 per share. The exercise price was reduced to $0.45 per share.

The reported securities are included within 1,639 units purchased by the Reporting Person on December 13, 2023 for $1.22 per unit. Each unit consists of one share of common stock, one Series A warrant and one Series B warrant, each warrant represents the right to purchase 1,639 shares of common stock.

Fully vested and exercisable.

The reported transaction involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the grant of a "replacement" warrant. The warrant was originally granted on December 13, 2023 with an exercise price of $1.50 per share. The exercise price was reduced to $0.45 per share.

The reported securities are included within 12,295 units purchased by the Reporting Person on December 13, 2023 for $1.22 per unit. Each unit consists of one share of common stock, one Series A warrant and one Series B warrant, each warrant represents the right to purchase 12,295 shares of common stock.

Fully vested and exercisable.