RSUs vest and tax shares withheld for Inovio (NASDAQ: INO) CEO

Rhea-AI Filing Summary

INOVIO PHARMACEUTICALS, INC. Chief Executive Officer Jacqueline Elizabeth Shea reported vesting of restricted stock units and related tax share withholdings. On February 26, 2026, 18,632 and 28,401 restricted stock units converted into the same number of common shares, while 8,057 and 13,657 shares were withheld to cover tax obligations.

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^*

Shea Jacqueline Elizabeth

(Last) (First) (Middle)

660 W. GERMANTOWN PIKE

(Street)

PLYMOUTH MEETING PA 19462

(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)

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

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		18,632	A	(1)	78,317	D
Common Stock	02/26/2026		F		8,057(2)	D	$1.79	70,260	D
Common Stock	02/26/2026		M		28,401	A	(3)	98,661	D
Common Stock	02/26/2026		F		13,657(4)	D	$1.79	85,004	D

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			18,632	(1)	(1)	Common Stock	18,632	$0	18,631	D
Restricted Stock Unit	(3)	02/26/2026		M			28,401	(3)	(3)	Common Stock	28,401	$0	56,800	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 55,895 restricted stock units granted on February 28, 2024 was as follows: 18,632 shares vested on February 26, 2025; 18,632 shares vested on February 26, 2026; and 18,631 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 85,201 restricted stock units granted on February 27, 2025 was as follows: 28,401 shares vested on February 26, 2026; 28,400 shares will vest on February 26, 2027; 28,400 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/ Jacqueline E. Shea	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 CEO Jacqueline Shea report on February 26, 2026?

INO CEO Jacqueline Shea reported RSU vesting and related tax withholdings. 18,632 and 28,401 restricted stock units converted into common stock, while 8,057 and 13,657 shares were withheld by the company to satisfy tax obligations tied to those awards.

Were Jacqueline Shea’s February 26, 2026 INO transactions open-market buys or sells?

The reported INO transactions were RSU conversions and tax withholdings, not open-market trades. Shares were acquired through derivative exercises, and some were withheld by the issuer to cover tax liabilities associated with the vesting restricted stock unit awards.

How many INO restricted stock units vested for CEO Jacqueline Shea in this filing?

Two INO restricted stock unit tranches vested for CEO Jacqueline Shea: 18,632 units from a February 28, 2024 grant and 28,401 units from a February 27, 2025 grant, each RSU representing a contingent right to receive one share of common stock.

How were tax obligations handled for Jacqueline Shea’s INO RSU vesting?

Tax obligations were satisfied through share withholding by INOVIO. For each vesting event, a portion of the resulting common shares—8,057 and 13,657 shares, respectively—was withheld to pay the reporting person’s tax liabilities related to the RSU vesting and settlement.

What future vesting remains on Jacqueline Shea’s INO restricted stock units?

Future vesting includes 18,631 units scheduled for February 26, 2027 from the 2024 grant, and 28,400 units each scheduled for February 26, 2027 and February 26, 2028 from the 2025 grant, all representing rights to receive common stock or equivalent value.