STOCK TITAN

Ionis (NASDAQ: IONS) director sells 22,321 shares under Rule 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ionis Pharmaceuticals director Joseph Klein III exercised stock options and sold shares on April 1, 2026. He exercised options for 12,000 shares at $38.06 and 10,321 shares at $41.08, acquiring a total of 22,321 common shares. He then sold 20,105 shares at a weighted average price of $75.503 and 2,216 shares at $75.954 in open-market transactions pursuant to a Rule 10b5-1 Trading Plan adopted on November 26, 2025. After these transactions, he held 11,014 shares directly. An additional 100 shares are held indirectly by his son, for which he disclaims beneficial ownership.

Positive

  • None.

Negative

  • None.

Insights

Director exercised options and sold all resulting shares under a pre-set 10b5-1 plan, retaining a smaller direct stake.

Director Joseph Klein III exercised non-qualified stock options for 22,321 Ionis common shares at strike prices of $38.06 and $41.08. He then sold the same number of shares at weighted average prices around $75.5 in open-market transactions.

The filing notes these sales were made under a Rule 10b5-1 Trading Plan adopted on November 26, 2025, suggesting they were pre-scheduled rather than opportunistic. Following the transactions, he holds 11,014 shares directly, plus 100 shares held by his son, for which he disclaims beneficial ownership.

This pattern is consistent with a routine exercise-and-sell for liquidity, with a residual equity position maintained. The absence of remaining derivatives in the filing indicates previously held options tied to these transactions were fully exercised.

Insider KLEIN JOSEPH III
Role Director
Sold 22,321 shs ($1.69M)
Type Security Shares Price Value
Exercise Non-Qualified Stock Option (right to buy) 12,000 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 10,321 $0.00 --
Exercise Common Stock 12,000 $38.06 $457K
Exercise Common Stock 10,321 $41.08 $424K
Sale Common Stock 20,105 $75.503 $1.52M
Sale Common Stock 2,216 $75.954 $168K
holding Common Stock -- -- --
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 0 shares (Direct); Common Stock — 23,014 shares (Direct); Common Stock — 100 shares (Indirect, by Son)
Footnotes (1)
  1. Shares sold pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on November 26, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.865 to $75.85 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.88 to $76.17 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. The reporting person disclaims beneficial ownership of all securities held by his son, and this report should not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Options exercised at $38.06 12,000 shares at $38.0600 Non-qualified stock option exercise on April 1, 2026
Options exercised at $41.08 10,321 shares at $41.0800 Non-qualified stock option exercise on April 1, 2026
Shares sold at $75.503 20,105 shares at $75.5030 Open-market sale on April 1, 2026
Shares sold at $75.954 2,216 shares at $75.9540 Open-market sale on April 1, 2026
Direct holdings after transactions 11,014 shares Common stock directly owned after April 1, 2026
Indirect holdings by son 100 shares Common stock held by son; beneficial ownership disclaimed
Net shares sold 22,321 shares Net-sell direction per transaction summary
10b5-1 plan adoption date November 26, 2025 Date director adopted Rule 10b5-1 Trading Plan
Non-Qualified Stock Option financial
"security_title: "Non-Qualified Stock Option (right to buy)""
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
Rule 10b5-1 Trading Plan regulatory
"Shares sold pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
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.
beneficial ownership regulatory
"The reporting person disclaims beneficial ownership of all securities held by his son"
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.
open market or private transaction financial
"Sale in open market or private transaction"
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).
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*
KLEIN JOSEPH III

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
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 Stock04/01/2026M12,000A$38.0623,014D
Common Stock04/01/2026M10,321A$41.0833,335D
Common Stock04/01/2026S20,105(1)D$75.503(2)13,230D
Common Stock04/01/2026S2,216(1)D$75.954(3)11,014D
Common Stock100Iby Son(4)
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
Non-Qualified Stock Option (right to buy)$38.0604/01/2026M12,00007/01/202306/30/2032Common Stock12,000$0.00D
Non-Qualified Stock Option (right to buy)$41.0804/01/2026M10,32107/03/202407/02/2033Common Stock10,321$0.00D
Explanation of Responses:
1. Shares sold pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on November 26, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.865 to $75.85 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 $75.88 to $76.17 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. The reporting person disclaims beneficial ownership of all securities held by his son, and this report should not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
By: Patrick R. O'Neil, attorney-in-fact For: Joseph Klein, III04/02/2026
** 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)

FAQ

What insider transactions did Ionis (IONS) director Joseph Klein III report?

He exercised options for 22,321 Ionis shares, then sold 22,321 common shares in open-market trades on April 1, 2026. These transactions converted option awards into cash while leaving him with 11,014 shares held directly after the activity.

At what prices did the Ionis (IONS) director exercise and sell shares?

He exercised options at strike prices of $38.06 and $41.08 per share. The resulting 22,321 shares were sold at weighted average prices of $75.503 and $75.954, reflecting a substantial spread between exercise prices and sale prices in these transactions.

How many Ionis (IONS) shares does Joseph Klein III hold after these transactions?

After the April 1, 2026 trades, he holds 11,014 Ionis common shares directly. The filing also lists 100 shares held indirectly by his son, and Klein expressly disclaims beneficial ownership of those indirectly held shares in the disclosure footnote.

Were the Ionis (IONS) share sales by Joseph Klein III pre-planned?

Yes. The filing states the shares were sold pursuant to a Rule 10b5-1 Trading Plan adopted on November 26, 2025. Such plans allow insiders to schedule trades in advance, helping separate personal trading timing from undisclosed company information.

What type of securities did the Ionis (IONS) director exercise on this Form 4?

He exercised non-qualified stock options to acquire Ionis common stock. Specifically, options for 12,000 shares at $38.06 and 10,321 shares at $41.08 were converted into common shares, which were then sold in open-market transactions reported in the filing.