Innoviva (NASDAQ: INVA) CAO has shares withheld to cover tax obligations

Rhea-AI Filing Summary

Innoviva, Inc. reported a routine insider transaction by Chief Accounting Officer Marianne Zhen. On May 20, 2026, 1,127 shares of common stock were withheld by the company at $22.24 per share to cover income tax obligations tied to the quarterly vesting of prior equity grants.

These shares were not sold on the open market but used to satisfy tax withholding. After this tax-withholding disposition, Zhen directly holds 57,516 shares of Innoviva common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Zhen Marianne

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,127	$22.24	$25K

Holdings After Transaction: Common Stock — 57,516 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for tax: 1,127 shares Withholding price per share: $22.24 per share Shares held after transaction: 57,516 shares

3 metrics

Shares withheld for tax 1,127 shares Tax-withholding disposition on May 20, 2026

Withholding price per share $22.24 per share Value used for tax-withholding shares

Shares held after transaction 57,516 shares Direct holdings following tax withholding

Key Terms

tax-withholding disposition, Common Stock, income tax withholding obligations

3 terms

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"security_title: "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

income tax withholding obligations financial

"to satisfy income tax withholding obligations associated with the quarterly vesting"

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Zhen Marianne

(Last) (First) (Middle)

1350 OLD BAYSHORE HIGHWAY, SUITE 400

(Street)

BURLINGAME CALIFORNIA 94010

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Innoviva, Inc. [ INVA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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

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

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

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	05/20/2026		F		1,127(1)	D	$22.24	57,516	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

Explanation of Responses:

1. The shares were withheld by the Issuer to satisfy income tax withholding obligations associated with the quarterly vesting of previously granted employee equity grants.

	/s/ Marianne Zhen	05/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Innoviva (INVA) report for Marianne Zhen?

Innoviva reported a routine tax-related insider transaction for Chief Accounting Officer Marianne Zhen. On May 20, 2026, 1,127 shares of common stock were withheld by the company to satisfy income tax obligations from the quarterly vesting of previously granted employee equity awards.

How many Innoviva (INVA) shares were involved in Marianne Zhen’s Form 4 filing?

The Form 4 shows 1,127 shares of Innoviva common stock were withheld. The shares were used to cover income tax withholding linked to the quarterly vesting of earlier equity grants, rather than being sold in the open market as a discretionary transaction.

Was the Innoviva (INVA) Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. The filing lists code F, a tax-withholding disposition where 1,127 shares were withheld by Innoviva to cover income tax obligations from vested equity awards, rather than sold to outside investors on an exchange.

How many Innoviva (INVA) shares does Marianne Zhen hold after the tax withholding?

After the tax-withholding disposition, Marianne Zhen directly holds 57,516 shares of Innoviva common stock. This post-transaction holding figure in the Form 4 helps show that the event was a limited, routine adjustment rather than a large reduction in her overall position.

What does transaction code F mean in the Innoviva (INVA) Form 4?

Transaction code F indicates a tax-withholding disposition. In this Innoviva filing, 1,127 shares were withheld by the issuer at $22.24 per share to satisfy income tax obligations triggered by the quarterly vesting of previously granted employee equity awards, not an open-market sale.