INOVIO (INO) CFO reports RSU vesting and tax-withholding share dispositions

Rhea-AI Filing Summary

INOVIO PHARMACEUTICALS, INC. CFO Peter Kies reported equity award activity on February 26, 2026. He acquired 5,010 and 10,634 shares of common stock through the vesting and settlement of previously granted restricted stock units, at a stated price of $0.00 per share.

To cover related tax withholding obligations, the issuer withheld 2,965 and 6,294 shares at $1.79 per share, recorded as tax-withholding dispositions rather than open-market sales. Following these transactions, Kies held common stock directly and also had an indirect holding of 375 shares attributed to his spouse.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

KIES PETER

(Last) (First) (Middle)

C/O INOVIO PHARMACEUTICALS, INC.

6769 MESA RIDGE ROAD

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INOVIO PHARMACEUTICALS, INC. [ INO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/26/2026		M		5,010	A	(1)	35,267	D
Common Stock	02/26/2026		F		2,965(2)	D	$1.79	32,302	D
Common Stock	02/26/2026		M		10,634	A	(3)	42,936	D
Common Stock	02/26/2026		F		6,294(4)	D	$1.79	36,642	D
Common Stock								375	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	02/26/2026		M			5,010	(1)	(1)	Common Stock	5,010	$0	5,009	D
Restricted Stock Unit	(3)	02/26/2026		M			10,634	(3)	(3)	Common Stock	10,634	$0	21,266	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock. The vesting schedule for the 15,029 restricted stock units granted on February 28, 2024 was as follows: 5,010 shares vested on February 26, 2025; 5,010 shares vested on February 26, 2026; and 5,009 shares will vest on February 26, 2027. Vested restricted stock units can be settled in shares of common stock, cash or a combination of both.

2. The transaction reported represents the withholding of shares by the issuer to satisfy the reporting person's tax withholding obligations in connection with the vesting and settlement of the restricted stock unit award reported in the immediately preceding row and described in footnote (1) herein.

3. Each restricted stock unit represents a contingent right to receive one share of common stock. The vesting schedule for the 31,900 restricted stock units granted on February 27, 2025 was as follows: 10,634 shares vested on February 26, 2026; 10,633 shares will vest on February 26, 2027; 10,633 shares will vest on February 26, 2028. Vested restricted stock units can be settled in shares of common stock, cash or a combination of both.

4. The transaction reported represents the withholding of shares by the issuer to satisfy the reporting person's tax withholding obligations in connection with the vesting and settlement of the restricted stock unit award reported in the immediately preceding row and described in footnote (3) herein.

Remarks:

	/s/ Peter Kies	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did INO CFO Peter Kies report on February 26, 2026?

CFO Peter Kies reported equity award-related transactions on February 26, 2026. Restricted stock units vested into 5,010 and 10,634 common shares, and the issuer withheld 2,965 and 6,294 shares at $1.79 per share to satisfy tax withholding obligations tied to those vestings.

Were Peter Kies’s INO transactions open-market stock purchases or sales?

The reported INO transactions were not open-market buys or sells. Shares were acquired through vesting and settlement of restricted stock units, while the dispositions reflect issuer share withholding to cover tax obligations, rather than discretionary market sales or purchases by the CFO.

How many INO shares did CFO Peter Kies receive from RSU vesting?

Kies received 5,010 and 10,634 INOVIO common shares from vested restricted stock units. Each restricted stock unit represented a contingent right to one share, vesting according to multi-year schedules disclosed for the February 28, 2024 and February 27, 2025 equity awards.

What is the nature of the share dispositions reported by INO’s CFO?

The dispositions reflect tax-withholding transactions, not ordinary sales. INOVIO withheld 2,965 and 6,294 common shares at $1.79 per share to satisfy Peter Kies’s tax obligations arising from the vesting and settlement of his restricted stock unit awards described in the filing’s footnotes.

Does INO CFO Peter Kies have any indirect ownership reported on this Form 4?

Yes, the Form 4 reports 375 INOVIO common shares held indirectly by his spouse. This indirect position is separate from his directly owned shares reported after the RSU vesting and related tax-withholding transactions on February 26, 2026 in the same filing.

What do the restricted stock unit vesting schedules for INO’s CFO indicate?

The vesting schedules show multi-year equity compensation. A 15,029-unit grant from February 28, 2024 vests in three annual tranches, and a 31,900-unit grant from February 27, 2025 vests in three annual tranches, with vested units settleable in stock, cash, or a combination.