[Form 4] Ionis Pharmaceuticals, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Eugene Schneider, EVP and Chief Clinical Development Officer of Ionis Pharmaceuticals (IONS), reported option exercise and subsequent share sales executed on 09/03/2025. Schneider exercised a non-qualified stock option to acquire 19,658 shares at an exercise price of $53.77, which increased his beneficial ownership to 71,165 shares. He then sold 12,455 shares at a weighted average price of $60.4608, reducing ownership to 58,710, and sold an additional 7,203 shares at a weighted average price of $61.4163, bringing beneficial ownership to 51,507 shares. The sales were made pursuant to a Rule 10b5-1 trading plan adopted on May 2, 2025. The Form 4 includes weighted-average price ranges for the sales and an undertaking to provide transaction price breakdowns on request.

Positive

• Exercise and sales disclosed transparently with weighted-average prices and offered breakdowns on request
• Sales executed under a Rule 10b5-1 trading plan, indicating pre-established trading arrangements

Negative

• None.

Insights

Securities Analyst

TL;DR: Insider exercised options and sold a portion of shares under a 10b5-1 plan, realizing proceeds above the exercise price.

The reporting shows a standard option exercise followed by systematic sales under a pre-established Rule 10b5-1 plan. Schneider acquired 19,658 shares via exercise at $53.77 and sold 19,658 shares in two tranches (12,455 and 7,203) at weighted average prices of $60.4608 and $61.4163 respectively. The sales generated proceeds above the exercise price, suggesting a net gain on the exercised options before taxes and fees. The filing explicitly discloses price ranges and offers to provide granular sale-by-sale pricing on request, which supports transparency.

Corporate Governance Expert

TL;DR: Transactions comply with Rule 10b5-1 procedures and include adequate disclosure of pricing ranges.

The Form 4 indicates compliance with a written 10b5-1 trading plan adopted May 2, 2025, and provides weighted-average pricing with ranges and an undertaking to supply detailed breakdowns. This level of disclosure aligns with good governance practices for insider transactions by clarifying that sales were pre-planned rather than opportunistic. No additional governance issues or departures are disclosed in the filing.

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
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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).

X

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^*

Schneider Eugene

(Last) (First) (Middle)

2855 GAZELLE COURT

(Street)

CARLSBAD CA 92010

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IONIS PHARMACEUTICALS INC [ IONS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chf Clinical Develop Ofcr

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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	09/03/2025		M		19,658	A	$53.77	71,165	D
Common Stock	09/03/2025		S		12,455(1)	D	$60.4608(2)	58,710	D
Common Stock	09/03/2025		S		7,203(1)	D	$61.4163(3)	51,507	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
Non-Qualified Stock Option (right to buy)	$53.77	09/03/2025		M			19,658	01/02/2020	01/01/2026	Common Stock	19,658	$0.0	0	D

Explanation of Responses:

1. Shares sold pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on May 2, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.1862 to $61.14 inclusive. The reporting person undertakes to provide to Ionis Pharmaceuticals, Inc., any security holder of Ionis Pharmaceuticals, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) on this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.21 to $61.66 inclusive. The reporting person undertakes to provide to Ionis Pharmaceuticals, Inc., any security holder of Ionis Pharmaceuticals, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) on this Form 4.

	By: Patrick R. O'Neil, attorney-in-fact For: Eugene Schneider	09/04/2025
	** 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 Eugene Schneider report for IONS?

He exercised 19,658 options at $53.77 and sold 12,455 shares at a weighted average of $60.4608 and 7,203 shares at a weighted average of $61.4163.

Were the IONS sales part of a 10b5-1 trading plan?

Yes. The filing states the shares sold were pursuant to a Rule 10b5-1 trading plan adopted on May 2, 2025.

How many IONS shares does Schneider beneficially own after these transactions?

The filing reports beneficial ownership totals of 71,165 after the exercise, then 58,710 after the first sale, and 51,507 after the second sale.

What prices were the IONS shares sold at?

Sales were at weighted average prices of $60.4608 (range $60.1862–$61.14) and $61.4163 (range $61.21–$61.66); the filer offers detailed breakdowns on request.