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Ionis (NASDAQ: IONS) EVP’s RSU vesting leads to 5,619-share tax-cover sale

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

IONIS PHARMACEUTICALS INC EVP and Chief Business Officer Joseph Baroldi reported RSU vesting and a related tax sale. On April 15, 2026, 10,837 Restricted Stock Units vested and were converted into 10,837 shares of common stock at a conversion price of $0.00 per share.

On April 16, 2026, 5,619 shares of common stock were sold at a weighted average price of $74.56 per share in an automatic sale to cover required tax withholding obligations under the company’s equity incentive plan. Following these transactions, Baroldi directly holds 46,535 common shares and has indirect ownership of 4,347 shares held by his spouse.

Positive

  • None.

Negative

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Insights

Routine RSU vesting with tax-cover sale; limited informational signal.

Executive vice president Joseph Baroldi had 10,837 Restricted Stock Units vest into common stock, then 5,619 shares were sold at a weighted average of $74.56 per share. Footnotes state this sale was automatic to satisfy tax withholding obligations under the 2011 equity incentive plan.

This pattern—RSU vesting followed by a tax-cover sale—typically reflects compensation mechanics rather than a discretionary decision about the stock’s value. After these transactions, Baroldi still directly owns 46,535 shares, plus 4,347 shares held indirectly by his spouse, indicating he maintains a substantial equity stake.

Insider Baroldi Joseph
Role EVP, Chief Business Officer
Sold 5,619 shs ($419K)
Type Security Shares Price Value
Sale Common Stock 5,619 $74.56 $419K
Exercise Restricted Stock Unit 10,837 $0.00 --
Exercise Common Stock 10,837 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 46,535 shares (Direct); Restricted Stock Unit — 48,312 shares (Direct); Common Stock — 4,347 shares (Indirect, by Spouse)
Footnotes (1)
  1. Acquired pursuant to vesting and release of shares in accordance with a Restricted Stock Unit award. The sale was made pursuant to an automatic sale to cover the required tax withholding obligations pursuant to the 2011 Equity Incentive Plan Restricted Stock Unit Agreement and Grant Notice. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.12 to $75.01 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. Each Restricted Stock Unit represents a contingent right to receive one share of Ionis common stock, or its equivalent cash value. Restricted Stock Units vest in four equal annual installments. Upon vesting, the restricted stock units will be paid out in whole shares of Ionis common stock or cash as may be determined by the Company.
Shares sold for tax withholding 5,619 shares Automatic sale on April 16, 2026
Weighted average sale price $74.56 per share Tax-cover sale of common stock
RSUs vested and converted 10,837 units/shares Restricted Stock Units vested on April 15, 2026
Direct holdings after transactions 46,535 shares Common stock directly owned post-transaction
Indirect spouse holdings 4,347 shares Common stock held indirectly by spouse
Restricted Stock Unit financial
"Acquired pursuant to vesting and release of shares in accordance with a Restricted Stock Unit award."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
automatic sale to cover the required tax withholding obligations financial
"The sale was made pursuant to an automatic sale to cover the required tax withholding obligations pursuant to the 2011 Equity Incentive Plan"
2011 Equity Incentive Plan financial
"automatic sale to cover the required tax withholding obligations pursuant to the 2011 Equity Incentive Plan Restricted Stock Unit Agreement and Grant Notice."
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
contingent right to receive one share financial
"Each Restricted Stock Unit represents a contingent right to receive one share of Ionis common stock, or its equivalent cash value."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Baroldi Joseph
(Last)(First)(Middle)
2855 GAZELLE COURT
(Street)
CARLSBAD CALIFORNIA 92010
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
IONIS PHARMACEUTICALS INC [ IONS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Business Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/15/2026M(1)10,837(1)A$0.052,154D
Common Stock04/16/2026S(2)5,619(2)D$74.56(3)46,535D
Common Stock4,347Iby Spouse
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit$0.0(4)04/15/2026M10,83704/15/2026(5) (5)Common Stock10,837$0.048,312D
Explanation of Responses:
1. Acquired pursuant to vesting and release of shares in accordance with a Restricted Stock Unit award.
2. The sale was made pursuant to an automatic sale to cover the required tax withholding obligations pursuant to the 2011 Equity Incentive Plan Restricted Stock Unit Agreement and Grant Notice.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.12 to $75.01 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.
4. Each Restricted Stock Unit represents a contingent right to receive one share of Ionis common stock, or its equivalent cash value.
5. Restricted Stock Units vest in four equal annual installments. Upon vesting, the restricted stock units will be paid out in whole shares of Ionis common stock or cash as may be determined by the Company.
By: Patrick R. O'Neil, attorney-in-fact For: Joseph T. Baroldi04/17/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did IONIS (IONS) EVP Joseph Baroldi report?

Joseph Baroldi reported vesting of 10,837 Restricted Stock Units into common stock and a sale of 5,619 common shares. The sale was an automatic transaction to cover tax withholding obligations tied to the RSU vesting.

Was the IONIS (IONS) insider sale by Joseph Baroldi a discretionary trade?

The 5,619-share sale was not discretionary; it was executed automatically to cover required tax withholding obligations under Ionis’s 2011 Equity Incentive Plan RSU agreement and grant notice, according to the transaction footnotes in the Form 4 filing.

How many IONIS (IONS) shares does Joseph Baroldi own after these transactions?

After the reported RSU vesting and tax-cover sale, Joseph Baroldi directly owns 46,535 shares of Ionis common stock. In addition, 4,347 shares are held indirectly by his spouse, as disclosed in the Form 4 filing’s ownership details.

What price did Joseph Baroldi’s IONIS (IONS) tax-cover sale achieve?

The 5,619 IONIS shares were sold at a weighted average price of $74.56 per share. Footnotes note individual trades occurred between $74.12 and $75.01, and detailed breakdowns are available on request from the company or regulators.

What are the terms of the Restricted Stock Units in this IONIS (IONS) filing?

Each Restricted Stock Unit represents a contingent right to receive one Ionis common share or its cash equivalent. RSUs vest in four equal annual installments, and upon vesting are settled in whole shares of common stock or cash, as determined by the company.

Does this IONIS (IONS) Form 4 show any remaining derivative holdings for Joseph Baroldi?

The Form 4 indicates the conversion of 10,837 Restricted Stock Units into common stock and shows an empty derivative holdings summary. Within this filing’s data, no additional outstanding derivative securities are listed for Baroldi after the reported vesting event.