Ionis (IONS) Exec Files Form 4 After ESPP Purchase of 165 Shares

Rhea-AI Filing Summary

Richard S. Geary, Executive Vice President and Chief Development Officer of Ionis Pharmaceuticals (IONS), reported a purchase of 165 shares of Ionis common stock on 08/29/2025 at a price of $27.71 per share under the company’s Amended and Restated 2000 Employee Stock Purchase Plan. After this transaction, he beneficially owns 89,657 shares directly. The reporting disclosure notes these purchased shares may not be sold until March 2, 2026, indicating a holding restriction tied to the plan.

Positive

• Insider purchase under the company ESPP shows continued participation by a senior executive
• Beneficial ownership reported at 89,657 shares provides clear disclosure of holding size

Negative

• Sale restriction on the purchased shares until March 2, 2026 limits immediate liquidity

Insights

Securities Analyst

TL;DR: Routine ESPP purchase by a senior executive, modest in size relative to total holdings, with a formal sale restriction until March 2, 2026.

From an insider-activity perspective, this Form 4 discloses a standard, non-derivative acquisition under the issuer’s employee stock purchase plan. The transaction code and explanation confirm plan-based mechanics rather than open-market trading. The purchase of 165 shares at $27.71 is informational for tracking insider alignment but is not material by itself absent additional context on total outstanding shares or concurrent transactions.

Corporate Governance Expert

TL;DR: Filing documents compliance with Section 16 reporting; sale restriction noted could reflect plan lock-up timing.

The Form 4 is properly completed, identifying the reporting person’s role and the nature of the acquisition. The statement that the shares cannot be sold until March 2, 2026 is a clear restriction disclosed for investor transparency. This is a routine disclosure that fulfills regulatory obligations and provides governance transparency regarding executive holdings and plan-imposed transfer limitations.

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

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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^*

Geary Richard S

(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, Chief Development Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025		J		165(1)	A	$27.71	89,657	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. Reporting shares purchased under the Ionis Pharmaceuticals, Inc. Amended and Restated 2000 Employee Stock Purchase Plan on August 29, 2025. These shares may not be sold until March 2, 2026.

	By: Patrick R. O'Neil, attorney-in-fact For: Richard Geary	09/03/2025
	** 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 transaction did Richard S. Geary report on Form 4 for IONS?

He reported an acquisition of 165 shares of Ionis common stock on 08/29/2025 at $27.71 per share under the company’s ESPP.

How many Ionis shares does Richard Geary beneficially own after the reported transaction?

The Form 4 shows he beneficially owns 89,657 shares following the reported purchase.

Are there any restrictions on the shares purchased by Richard Geary?

Yes, the filing states the purchased shares may not be sold until March 2, 2026.

Was this transaction an open-market trade or plan-based acquisition?

The transaction was executed under the Ionis Amended and Restated 2000 Employee Stock Purchase Plan, per the explanatory note.

Who signed the Form 4 on behalf of Richard Geary?

The form was signed by Patrick R. O'Neil, attorney-in-fact for Richard Geary on 09/03/2025.