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  4. [Form 4] IONIS PHARMACEUTICALS INC Insider Trading Activity

Ionis (NASDAQ: IONS) EVP receives RSU, PRSU grants and sells shares

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

Rhea-AI Filing Summary

Ionis Pharmaceuticals executive Kyle Jenne reported equity award activity and a small stock sale. On January 15, 2026, Jenne acquired 7,013 shares of common stock at $0.00 through the vesting and release of previously granted restricted stock units. The filing shows he then held 18,212 common shares directly.

On the same date, he received 25,800 performance restricted stock units, representing the maximum that may be earned over a three-year period based on Ionis’s relative total shareholder return, and 9,675 time-based restricted stock units that vest in four equal annual installments. On January 16, 2026, Jenne sold 1,823 shares of common stock at a weighted average price of $75.96, in an automatic sale to cover tax-withholding obligations, leaving him with 16,389 common shares held directly.

Positive

  • None.

Negative

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Insider Jenne Kyle
Role EVP, Chf GL Pdt Str Ofcr
Sold 1,823 shs ($138K)
Type Security Shares Price Value
Sale Common Stock 1,823 $75.96 $138K
Grant/Award Performance Restricted Stock Units 25,800 $0.00 --
Grant/Award Restricted Stock Unit 9,675 $0.00 --
Exercise Restricted Stock Unit 7,013 $0.00 --
Exercise Common Stock 7,013 $0.00 --
Holdings After Transaction: Common Stock — 16,389 shares (Direct); Performance Restricted Stock Units — 44,500 shares (Direct); Restricted Stock Unit — 37,725 shares (Direct)
Footnotes (1)
  1. Acquired pursuant to vesting and release of shares in accordance with Restricted Stock Unit awards. 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 $75.96 to $75.97 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. Grant to reporting person of Performance Restricted Stock Units (PRSUs) under the Ionis Pharmaceuticals, Inc. Amended and Restated 2011 Equity Incentive Plan. The PRSUs may vest at the end of the three-year performance period following the date of grant based on the Issuer's relative total shareholder return as compared to a peer group of companies. The number of PRSUs reported represents the maximum that may be earned, which is 200% of the target number. No number of PRSUs is guaranteed to vest and the actual number of PRSUs that will vest at the end of the performance period may be anywhere from zero to the amount stated. Grant to reporting person of Restricted Stock Units under the Ionis Pharmaceuticals, Inc. Amended and Restated 2011 Equity Incentive Plan. 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.
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*
Jenne Kyle
(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 GL Pdt Str Ofcr
3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026
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 01/15/2026 M(1) 7,013(1) A $0.0 18,212 D
Common Stock 01/16/2026 S(2) 1,823(2) D $75.96(3) 16,389 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
Performance Restricted Stock Units(4) $0.0 01/15/2026 A 25,800 01/15/2027(5) (5) Common Stock 25,800 $0.0 44,500 D
Restricted Stock Unit(6) $0.0(7) 01/15/2026 A 9,675 01/15/2027(8) (8) Common Stock 9,675 $0.0 37,725 D
Restricted Stock Unit (7) 01/15/2026 M 7,013 01/15/2026(8) (8) Common Stock 7,013 $0.0 29,664 D
Explanation of Responses:
1. Acquired pursuant to vesting and release of shares in accordance with Restricted Stock Unit awards.
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 $75.96 to $75.97 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. Grant to reporting person of Performance Restricted Stock Units (PRSUs) under the Ionis Pharmaceuticals, Inc. Amended and Restated 2011 Equity Incentive Plan.
5. The PRSUs may vest at the end of the three-year performance period following the date of grant based on the Issuer's relative total shareholder return as compared to a peer group of companies. The number of PRSUs reported represents the maximum that may be earned, which is 200% of the target number. No number of PRSUs is guaranteed to vest and the actual number of PRSUs that will vest at the end of the performance period may be anywhere from zero to the amount stated.
6. Grant to reporting person of Restricted Stock Units under the Ionis Pharmaceuticals, Inc. Amended and Restated 2011 Equity Incentive Plan.
7. Each Restricted Stock Unit represents a contingent right to receive one share of Ionis common stock, or its equivalent cash value.
8. 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: Kyle Jenne 01/20/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Ionis (IONS) EVP Kyle Jenne report?

Kyle Jenne reported the vesting of 7,013 shares of Ionis common stock from restricted stock units on January 15, 2026, grants of 25,800 performance RSUs and 9,675 time-based RSUs, and the sale of 1,823 shares on January 16, 2026.

How many Ionis (IONS) shares did the EVP sell and at what price?

On January 16, 2026, Kyle Jenne sold 1,823 shares of Ionis common stock at a weighted average price of $75.96 per share, with individual trades ranging from $75.96 to $75.97.

Why were some Ionis (IONS) shares sold in this Form 4 filing?

The filing states the 1,823-share sale was made under an automatic sale to cover required tax withholding obligations related to restricted stock unit awards under Ionis’s 2011 Equity Incentive Plan.

What performance awards did the Ionis (IONS) EVP receive?

Kyle Jenne received 25,800 performance restricted stock units (PRSUs) on January 15, 2026. These may vest after a three-year period based on Ionis’s relative total shareholder return versus a peer group, with the amount reported representing 200% of the target level and no minimum guaranteed.

What time-based restricted stock units were granted to the Ionis (IONS) EVP?

On January 15, 2026, Jenne was granted 9,675 restricted stock units that vest in four equal annual installments. Each unit represents a contingent right to receive one share of Ionis common stock or its cash equivalent.

How many Ionis (IONS) common shares does the EVP hold after these transactions?

After the reported transactions, Kyle Jenne directly beneficially owned 16,389 shares of Ionis common stock, according to the Form 4.

What equity incentive plan governs these Ionis (IONS) RSU and PRSU awards?

The performance restricted stock units and restricted stock units reported for Kyle Jenne were granted under the Ionis Pharmaceuticals, Inc. Amended and Restated 2011 Equity Incentive Plan.