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Inovio (INO) extends Series A warrant expiry to March 31, 2026

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Inovio Pharmaceuticals, Inc. has amended its outstanding Series A warrants to extend their expiration. The warrants, originally set to expire on January 28, 2026, will now be exercisable until 5:00 p.m. New York City time on March 31, 2026. These Series A warrants were issued in Inovio’s July 2025 underwritten public offering and are exercisable for up to 13,564,268 shares of common stock, or pre-funded warrants in lieu of common stock. The exercise price is $1.75 per share of common stock, or $1.749 per pre-funded warrant. All other terms of the Series A warrants remain unchanged.

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Insights

Inovio extends Series A warrant life without changing pricing or size.

Inovio Pharmaceuticals has extended the expiration date of its July 2025 Series A warrants from January 28, 2026 to March 31, 2026 at 5:00 p.m. New York City time. The warrants remain exercisable for up to 13,564,268 shares of common stock, or pre-funded warrants, at exercise prices of $1.75 per share and $1.749 per pre-funded warrant.

This action preserves the existing potential for additional share issuance tied to those warrants over a slightly longer period, while keeping all economic terms the same. The change follows the company’s public announcement of U.S. FDA acceptance of a Biologic License Application for INO-3107, which had started the original 30-day expiration clock.

Because only the expiry date changes and all other terms remain unchanged, the overall capital structure risk profile is largely maintained rather than newly created. Subsequent disclosures, including the filed amendment as Exhibit 4.1, will provide the definitive legal terms governing these warrants.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 27, 2026

 

 

Inovio Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-14888   33-0969592

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

660 W. Germantown Pike, Suite 110

Plymouth Meeting, PA 19462

(Address of principal executive offices, including zip code)

(267) 440-4200

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.001 par value   INO   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 1.01

Entry into a Material Definitive Agreement.

On January 27, 2026, Inovio Pharmaceuticals, Inc. (the “Company”) amended each of its outstanding Series A warrants issued on July 7, 2025 (the “Series A Warrants”) to extend the expiration date of each outstanding Series A Warrant to 5:00 p.m. New York City time on March 31, 2026 (the “Amendment”).

The Series A Warrants were issued in the Company’s July 2025 underwritten public offering. The outstanding Series A Warrants are exercisable for up to 13,564,268 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) (or pre-funded warrants, each representing the right to purchase one share of Common Stock at an exercise price of $0.001 (the “Pre-Funded Warrants”) in lieu thereof), and have an exercise price of $1.75 per share (or $1.749 per Pre-Funded Warrant) and would otherwise have expired at 5:00 p.m. New York City time on January 28, 2026, which is 30 days following the Company’s public announcement of the acceptance of a Biologic License Application for INO-3107 by the U.S. Food and Drug Administration. All other terms of the Series A Warrants remain unchanged.

A prospectus supplement amendment relating to the Amendment will be filed with the Securities and Exchange Commission.

The foregoing summary of the Amendment is qualified in its entirety by reference to the complete text of the Amendment, the form of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 3.03

Material Modification to Rights of Security Holders.

The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.

 

Item 9.01

Financial Statements and Exhibits.

(d)Exhibits.

 

Exhibit
No.

  

Description

4.1    Form of Amendment to the Series A Warrant.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    INOVIO PHARMACEUTICALS, INC.
Date: January 27, 2026     By:  

/s/ Peter Kies

      Peter Kies
      Chief Financial Officer

FAQ

What did Inovio Pharmaceuticals (INO) change in this 8-K?

Inovio Pharmaceuticals amended its outstanding Series A warrants to extend their expiration date from January 28, 2026, to March 31, 2026, at 5:00 p.m. New York City time, while leaving all other terms unchanged.

How many shares are covered by Inovio’s amended Series A warrants?

The outstanding Series A warrants are exercisable for up to 13,564,268 shares of common stock, or pre-funded warrants in lieu of common stock, according to the disclosure.

What are the exercise prices of Inovio (INO) Series A warrants and pre-funded warrants?

The Series A warrants have an exercise price of $1.75 per share of common stock, and the related pre-funded warrants have an exercise price of $1.749 per pre-funded warrant.

When do Inovio’s amended Series A warrants now expire?

The amended Series A warrants now expire at 5:00 p.m. New York City time on March 31, 2026, instead of January 28, 2026.

Why were Inovio’s Series A warrants originally set to expire on January 28, 2026?

The Series A warrants would otherwise have expired on January 28, 2026, which is 30 days after Inovio’s public announcement of the acceptance of a Biologic License Application for INO-3107 by the U.S. Food and Drug Administration.

Did Inovio (INO) change any other terms of the Series A warrants?

No. The company states that all other terms of the Series A warrants remain unchanged; only the expiration date was extended.

Is there an exhibit detailing the amendment to Inovio’s Series A warrants?

Yes. The form of the warrant amendment is filed as Exhibit 4.1, titled “Form of Amendment to the Series A Warrant,” and is incorporated by reference.
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