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Inovio (NASDAQ: INO) suspends ATM prospectus after selling 1.32M shares

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

Rhea-AI Filing Summary

Inovio Pharmaceuticals, Inc. filed an update stating it has suspended and terminated the August 13, 2024 prospectus for its at-the-market stock offering program with Oppenheimer & Co. Inc. While the underlying sales agreement remains in effect, the company will not sell additional common stock under this program unless and until a new prospectus is filed. As of April 1, 2026, Inovio had issued 1,319,644 shares of common stock through this at-the-market program for aggregate gross proceeds of $3.2 million, before sales commissions and offering expenses.

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Insights

Inovio pauses ATM prospectus after modest $3.2M usage.

Inovio Pharmaceuticals has suspended and terminated the existing prospectus for its at-the-market equity program with Oppenheimer while leaving the underlying sales agreement in place. This means no further sales can occur under the program until a new prospectus is filed.

As of April 1, 2026, the company had sold 1,319,644 common shares for gross proceeds of $3.2 million before commissions and expenses. The step is largely administrative and does not itself change capital structure beyond the already issued shares; any future equity usage will depend on a later prospectus.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
ATM shares issued 1,319,644 shares Common stock issued under at-the-market program as of April 1, 2026
ATM gross proceeds $3.2 million Aggregate gross sale proceeds before commissions and expenses
Prospectus date August 13, 2024 Original date of at-the-market prospectus now suspended and terminated
Suspension date April 1, 2026 Date Inovio notified Oppenheimer of prospectus suspension and termination
at-the-market offering program financial
"under its “at-the-market” offering program with the Sales Agent"
An at-the-market offering program lets a company sell newly issued shares directly into the open market at current trading prices through a broker, rather than issuing a large block of stock all at once. It matters to investors because it provides the company a flexible way to raise cash over time, which can dilute existing shares gradually and affect earnings per share and stock price depending on how much and when shares are sold—think of it as a faucet the company can open or close to add supply to the market.
Sales Agreement financial
"related to the sales agreement (the “Sales Agreement”) that the Company entered into"
A sales agreement is a written contract that sets out the terms for selling goods, services, or assets, specifying price, delivery, payment schedule and responsibilities of each side. For investors it matters because it creates a predictable stream of revenue or cash obligations, clarifies timing and risk, and can change a company’s value or forecasts much like a signed order turns a customer’s verbal intent into a firm commitment.
prospectus regulatory
"it was suspending and terminating the prospectus, dated August 13, 2024"
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.
aggregate gross sale proceeds financial
"for aggregate gross sale proceeds of $3.2 million, before deducting sales commissions"
Understanding 8-K Material Events →
false 0001055726 0001055726 2026-04-01 2026-04-01
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 1, 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 8.01.

Other Events.

On April 1, 2026 Inovio Pharmaceuticals, Inc. (the “Company”) notified Oppenheimer & Co. Inc. (the “Sales Agent”) that it was suspending and terminating the prospectus, dated August 13, 2024 (the “ATM Prospectus”), related to the sales agreement (the “Sales Agreement”) that the Company entered into with the Sales Agent on August 13, 2024 and pursuant to which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.001 per share (the “Common Stock”), through the Sales Agent. The Company will not make any sales of its Common Stock pursuant to the Sales Agreement unless and until a new prospectus is filed. The Sales Agreement remains in full force and effect. As of April 1, 2026, the Company had issued and sold an aggregate of 1,319,644 shares of its Common Stock under its “at-the-market” offering program with the Sales Agent for aggregate gross sale proceeds of $3.2 million, before deducting sales commissions and offering expenses.

A copy of the Sales Agreement was filed as Exhibit 1.1 to the Company’s Current Report on Form 8-K (001-14888), which was originally filed with the Securities and Exchange Commission on August 13, 2024.

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: April 2, 2026     By:  

/s/ Peter Kies

      Peter Kies
      Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What change did Inovio (INO) make to its at-the-market stock program?

Inovio suspended and terminated the August 13, 2024 prospectus for its at-the-market stock offering program with Oppenheimer. The sales agreement itself remains in effect, but no additional shares can be sold under this program until a new prospectus is filed.

Is Inovio’s sales agreement with Oppenheimer still active after this 8-K?

Yes. Inovio’s sales agreement with Oppenheimer & Co. Inc. remains in full force and effect. Only the related August 13, 2024 at-the-market prospectus has been suspended and terminated, temporarily preventing further sales until a new prospectus is filed.

How many shares has Inovio sold under its at-the-market offering program?

As of April 1, 2026, Inovio had issued and sold 1,319,644 shares of its common stock under the at-the-market offering program. These issuances occurred pursuant to the sales agreement with Oppenheimer & Co. Inc. and the now-terminated August 13, 2024 prospectus.

How much cash has Inovio raised through the at-the-market program so far?

Inovio raised aggregate gross sale proceeds of $3.2 million through its at-the-market offering program as of April 1, 2026. This amount is stated before deducting sales commissions and offering expenses associated with issuing the 1,319,644 common shares.

Can Inovio currently sell additional shares under its existing at-the-market agreement?

No. Inovio stated it will not make any sales of common stock under the sales agreement unless and until a new prospectus is filed. The prior August 13, 2024 at-the-market prospectus has been suspended and terminated as of April 1, 2026.

What role does the prospectus play in Inovio’s at-the-market offering?

The prospectus allows Inovio to legally offer and sell common stock through its at-the-market program. By suspending and terminating the August 13, 2024 prospectus, the company effectively pauses new sales under the program until a replacement prospectus is filed with regulators.

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