Adage Capital Management, L.P. and related reporting persons disclose their beneficial ownership in Inovio Pharmaceuticals, Inc. common stock. They report beneficial ownership of 3,428,571 shares of common stock, all issuable upon exercise of warrants held by Adage Capital Partners, L.P. Based on 82,273,237 shares of common stock outstanding as of May 12, 2026, this position represents 4.00% of the class. The reporting persons have shared voting and dispositive power over these shares and no sole voting or dispositive power. The filing states that they own 5 percent or less of the outstanding common stock.
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Key Figures
Beneficially owned shares:3,428,571 sharesOwnership percentage:4.00%Shares outstanding baseline:82,273,237 shares+2 more
5 metrics
Beneficially owned shares3,428,571 sharesCommon Stock issuable upon exercise of warrants held by Adage Capital Partners, L.P.
Ownership percentage4.00%Percentage of Inovio common stock outstanding, assuming exercise of reported warrants
Shares outstanding baseline82,273,237 sharesInovio common stock outstanding as of May 12, 2026, from Form 10-Q
Shared voting power3,428,571 sharesShares over which the reporting persons have shared power to vote or direct the vote
Shared dispositive power3,428,571 sharesShares over which the reporting persons have shared power to dispose or direct disposition
"The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
shared voting powerfinancial
"6 | Shared Voting Power 3,428,571.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"8 | Shared Dispositive Power 3,428,571.00"
warrantsfinancial
"Reflects shares of Common Stock issuable upon exercise of warrants directly held by ACP"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
percent of classfinancial
"(b) | Percent of class: 4.00%"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What percentage of Inovio Pharmaceuticals (INO) does Adage Capital report owning?
Adage Capital and related reporting persons report beneficial ownership of 4.00% of Inovio’s common stock, based on 82,273,237 shares outstanding as of May 12, 2026 and assuming exercise of the reported warrants.
How many Inovio (INO) shares are reported beneficially owned by Adage Capital?
The reporting persons disclose beneficial ownership of 3,428,571 shares of Inovio common stock. These shares are issuable upon exercise of warrants directly held by Adage Capital Partners, L.P., rather than currently issued common shares.
Are Adage Capital’s voting and dispositive powers over Inovio (INO) shares sole or shared?
The filing states the reporting persons have 0 shares of sole voting or dispositive power and 3,428,571 shares of shared voting and shared dispositive power, all tied to common stock issuable upon exercise of warrants.
What share count did Adage Capital use to calculate its 4.00% stake in Inovio (INO)?
The 4.00% figure is calculated using 82,273,237 shares of Inovio common stock outstanding as of May 12, 2026, as reported in Inovio’s Form 10-Q, and assumes exercise of the warrants held by Adage Capital Partners.
Does Adage Capital report owning more than 5% of Inovio (INO) common stock?
No. The Schedule 13G/A specifies Ownership of 5 percent or less of a class. Adage Capital and the other reporting persons report 4.00% beneficial ownership of Inovio’s outstanding common stock, including shares issuable upon warrant exercise.
Who are the reporting persons in Adage Capital’s Schedule 13G/A for Inovio (INO)?
The reporting persons are Adage Capital Management, L.P., and individuals Robert Atchinson and Phillip Gross. Adage acts as investment manager to Adage Capital Partners, L.P., which directly holds the warrants for Inovio common stock.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
INOVIO PHARMACEUTICALS, INC.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
45773H409
(CUSIP Number)
06/30/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
45773H409
1
Names of Reporting Persons
Adage Capital Management, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,428,571.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,428,571.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,428,571.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.00 %
12
Type of Reporting Person (See Instructions)
IA, PN
Comment for Type of Reporting Person: Reflects shares of Common Stock (as defined in Item 2(a)) issuable upon exercise of warrants.
SCHEDULE 13G
CUSIP Number(s):
45773H409
1
Names of Reporting Persons
Robert Atchinson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,428,571.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,428,571.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,428,571.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.00 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Reflects shares of Common Stock issuable upon exercise of warrants.
SCHEDULE 13G
CUSIP Number(s):
45773H409
1
Names of Reporting Persons
Phillip Gross
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,428,571.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,428,571.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,428,571.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.00 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Reflects shares of Common Stock issuable upon exercise of warrants.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
INOVIO PHARMACEUTICALS, INC.
(b)
Address of issuer's principal executive offices:
660 Germantown Pike, Suite 110, Plymouth Meeting, Pennsylvania 19462
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Adage Capital Management, L.P., a Delaware limited partnership ("ACM"), as the investment manager of Adage Capital Partners, L.P., a Delaware limited partnership ("ACP"), with respect to the shares of common stock, par value $0.001 per share ("Common Stock"), of Inovio Pharmaceuticals, Inc., a Delaware corporation (the "Company"), and shares of Common Stock issuable upon exercise of warrants directly held by ACP;
(ii) Robert Atchinson ("Mr. Atchinson"), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACA"), managing member of Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACPGP"), general partner of ACP and (2) managing member of Adage Capital Partners LLC, a Delaware limited liability company ("ACPLLC"), general partner of ACM, with respect to the shares of Common Stock and shares of Common Stock issuable upon exercise of warrants directly held by ACP; and
(iii) Phillip Gross ("Mr. Gross"), as (1) managing member of ACA, managing member of ACPGP and (2) managing member of ACPLLC, general partner of ACM, with respect to the shares of Common Stock and shares of Common Stock issuable upon exercise of warrants directly held by ACP.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.
(c)
Citizenship:
ACM is a limited partnership organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States.
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
45773H409
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 82,273,237 shares of Common Stock outstanding as of May 12, 2026, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed with the Securities and Exchange Commission on May 13, 2026, and assumes the exercise of the warrants held by ACP.
(b)
Percent of class:
4.00%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a).
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Adage Capital Management, L.P.
Signature:
/s/ Robert Atchinson
Name/Title:
By: Adage Capital Partners LLC, its General Partner, By: Robert Atchinson, its Managing Member
