INOVIO PHARMACEUTICALS, INC. (INO) SEC Filings, Mar-May 2026

Adage Capital Management amended a Schedule 13G to report beneficial ownership of 4,233,529 shares of Inovio Pharmaceuticals common stock, representing 5.84% of the class. The percentage calculation assumes exercise of warrants equaling 3,428,571 shares and is based on March 12, 2026 outstanding shares of 69,091,956.

Inovio Pharmaceuticals Inc disclosure: FMR LLC reports beneficial ownership of 9,339,614 shares of Common Stock, representing 13.5% of the class as of 03/31/2026. The filing is an amendment (Schedule 13G/A) that attributes voting and dispositive power to FMR LLC and to Abigail P. Johnson for the same share total.

The schedule notes that the Fidelity Small Cap Growth Fund held 5,634,372 shares (8.2%) of Common Stock as of 03/31/2026. Signatures indicate authorization under a power of attorney and reference Exhibit 99 and Exhibit 24 for related agreements.

Inovio Pharmaceuticals is asking stockholders to vote at its virtual 2026 annual meeting on May 20, 2026 to elect eight directors, ratify Ernst & Young as auditor, approve executive pay on an advisory basis, and amend and restate the 2023 Omnibus Incentive Plan.

The company highlights progress on lead DNA medicine INO-3107 for recurrent respiratory papillomatosis, including FDA acceptance of its Biologics License Application under the accelerated approval program with a PDUFA target date of October 30, 2026. Governance disclosures emphasize an eight‑member board with 75% independence, fully independent key committees, robust stockholder engagement, and ESG oversight.

Executive compensation is highly performance-based, with about 61% of the CEO’s 2025 target pay at risk through incentives and equity, and 2025 bonuses funded at 33% of target after assessing corporate goals. A 2025 say‑on‑pay vote received 87% support, and the proxy details ownership of 69,437,825 common shares as of March 24, 2026.

Inovio Pharmaceuticals entered an underwriting agreement for an underwritten public offering of 12,500,000 shares of common stock, together with Series A and Series B warrants, at a combined public offering price of $1.40 per share and accompanying warrants.

The gross proceeds are expected to be approximately $17.5 million, with net proceeds to Inovio of about $16 million after underwriting discounts and expenses, assuming no exercise of the underwriters’ option or the warrants. All securities in the deal are being sold by the company.

Each Series A and Series B warrant allows purchase of one share at an exercise price of $1.40 per share (or $1.399 per pre-funded warrant), with the Series A warrants expiring one year from issuance and Series B warrants expiring five years from issuance. The underwriters have a 30‑day option to buy up to 1,875,000 additional shares and corresponding warrants. Warrant exercises are subject to a beneficial ownership cap of 4.99% or, at the holder’s election, 9.99% of outstanding common stock.

Inovio Pharmaceuticals is offering 12,500,000 shares of common stock in a combined unit with Series A and Series B warrants. Each unit (one share plus one Series A warrant and one Series B warrant) has a combined public offering price of $1.40, producing gross proceeds of $17,500,000 before underwriting discounts. Underwriting discounts total $1,050,000, leaving proceeds before expenses of $16,450,000 and estimated net proceeds of approximately $16.0 million. The offering includes a 30-day option for underwriters to purchase up to 1,875,000 additional shares and paired warrants. The Series A warrants expire one year after issuance with a $1.40 exercise price; the Series B warrants expire five years after issuance with a $1.40 exercise price. The filing states shares outstanding would be 81,496,647 after this offering (assuming no warrant exercises).

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.

Inovio Pharmaceuticals is conducting a registered offering of common stock together with paired Series A and Series B warrants. The securities are offered in fixed combinations (one share plus one Series A warrant and one Series B warrant per unit) under a shelf registration.

The Series A warrants expire one year after issuance; the Series B warrants expire five years after issuance. Each warrant is exercisable for one share (or, in lieu, a pre-funded warrant). The filing discloses 68,996,647 shares outstanding as of December 31, 2025 and notes a public last sale price of $1.74 per share as of April 1, 2026. The prospectus supplement also summarizes Inovio’s pipeline focus, recent BLA submission for INO-3107, FDA acceptance with a PDUFA target date of October 30, 2026, and ongoing regulatory dialogue about accelerated approval eligibility.

INOVIO PHARMACEUTICALS, INC. Chief Medical Officer Michael John Sumner exercised restricted stock units into common shares as part of a compensation award. A total of 4,292 restricted stock units vested and converted into 4,292 shares of common stock on March 31, 2026.

Of these shares, 1,223 were withheld by the company at a price of $1.74 per share to cover tax obligations tied to the vesting and settlement. After these routine compensation-related transactions, Sumner directly holds 33,576 shares of INOVIO common stock.

INOVIO reported 2025 results alongside a major regulatory milestone for its lead DNA medicine INO-3107. The FDA accepted the Biologics License Application for recurrent respiratory papillomatosis under the accelerated approval program, with a PDUFA target date of October 30, 2026, while noting questions about accelerated approval eligibility that will be discussed at a future meeting.

The company advanced commercial readiness for INO-3107 and expanded its oncology and next‑generation DNA medicine pipeline, including a GBM collaboration with Akeso and published DMAb and DPROT data. INOVIO emphasized cost discipline, prioritizing INO-3107 and trimming roles not directly supporting this program.

Financially, 2025 research and development expenses fell to $54.2 million from $75.6 million, and general and administrative expenses declined to $32.7 million from $37.0 million, reducing total operating expenses to $86.9 million from $112.6 million. Net loss for 2025 narrowed to $84.9 million, or $1.81 per share, versus $107.3 million, or $3.95 per share in 2024; fourth‑quarter 2025 showed net income of $3.8 million, mainly from a $21.2 million non‑cash gain on warrant liabilities.

Cash, cash equivalents and short‑term investments were $58.5 million as of December 31, 2025, down from $94.1 million a year earlier, with 68,996,647 common shares outstanding. Management expects existing liquidity to fund operations into the fourth quarter of 2026, assuming an estimated operational net cash burn of about $22 million for the first quarter of 2026.