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

IONS Insider Trade: Option Exercises and 10b5-1 Sale Reported

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

Rhea-AI Filing Summary

Shannon L. Devers, EVP & Chief Human Resources Officer of Ionis Pharmaceuticals (IONS), reported multiple transactions on September 3, 2025. The filing shows sales of 3,162 shares at a weighted average price of $61.0192 reported as executed under a Rule 10b5-1 trading plan adopted September 3, 2024. The reporting person also acquired 2,234 shares and acquired by option exercise 928 shares at stated prices.

The Form 4 lists two non-qualified stock option exercises that vest from 01/03/2023 and 01/03/2024 with expiration dates in 2032 and 2033 and shows 15,009 shares held after the sale.

Positive

  • Planned trading disclosure: Sale reported pursuant to a Rule 10b5-1 trading plan adopted on September 3, 2024, which supports a pre-arranged execution defense
  • Option exercises documented: Two non-qualified stock option exercises are reported with exercise prices and expiration dates, showing conversion of derivatives into common shares
  • Attorney-in-fact signature: Filing signed by counsel, indicating delegated and documented filing authority

Negative

  • Reduction in beneficial ownership: The reported sale of 3,162 shares reduced holdings to 15,009 shares following the transactions
  • Sale at market-executed prices: Shares were sold in multiple transactions at prices around $61.0075 to $61.045, representing insider liquidity

Insights

TL;DR: Insider sold a portion of holdings under a 10b5-1 plan while exercising options and increasing direct holdings slightly.

The reported activity combines planned sales under a Rule 10b5-1 plan with option exercises that converted derivative holdings into common stock. The weighted-average sale price of $61.0192 is disclosed and the filing provides exercise prices of $32.60 and $37.58 for two option lots. Net impact reduced beneficial ownership from prior levels to 15,009 shares following the transactions. This is routine insider liquidity and compensation-related activity with no additional operational or financial disclosures in the filing.

TL;DR: Transactions appear compliant and include an explicit 10b5-1 plan disclosure and attorney-in-fact signature.

The Form 4 includes the 10b5-1 plan checkbox and an explanatory footnote describing the plan adoption date, which supports an affirmative defense for planned trades. The report is signed by an attorney-in-fact, indicating delegated filing authority. These elements align with standard insider disclosure and trading-plan governance practices; the filing does not disclose any unusual or unexplained governance events.

Insider Devers Shannon L.
Role EVP, Chief Human Resources Ofc
Sold 3,162 shs ($193K)
Type Security Shares Price Value
Exercise Non-Qualified Stock Option (right to buy) 928 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 2,234 $0.00 --
Exercise Common Stock 2,234 $37.58 $84K
Sale Common Stock 3,162 $61.0192 $193K
Exercise Common Stock 928 $32.60 $30K
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 13,440 shares (Direct); Common Stock — 18,171 shares (Direct)
Footnotes (1)
  1. Shares sold pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on September 3, 2024. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.0075 to $61.045 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.
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).
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*
Devers Shannon L.
(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 Human Resources Ofc
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 2,234 A $37.58 18,171 D
Common Stock 09/03/2025 S 3,162(1) D $61.0192(2) 15,009 D
Common Stock 09/03/2025 M 928 A $32.6 15,937 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) $32.6 09/03/2025 M 928 01/03/2023 01/02/2032 Common Stock 928 $0.0 13,440 D
Non-Qualified Stock Option (right to buy) $37.58 09/03/2025 M 2,234 01/03/2024 01/02/2033 Common Stock 2,234 $0.0 13,083 D
Explanation of Responses:
1. Shares sold pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on September 3, 2024.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.0075 to $61.045 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.
By: Patrick R. O'Neil, attorney-in-fact For: Shannon L. Devers 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions were reported for Ionis Pharmaceuticals (IONS)?

The filing reports sales of 3,162 shares and acquisitions of 2,234 shares plus conversion of 928 option shares on 09/03/2025.

Were the sales by Shannon L. Devers part of a trading plan?

Yes. The filing states the sales were made pursuant to a Rule 10b5-1 trading plan adopted on September 3, 2024.

What prices were reported for the transactions?

The weighted-average sale price was reported as $61.0192. Option exercise prices reported were $32.60 and $37.58.

How many shares did the reporting person own after these transactions?

The filing shows 15,009 shares beneficially owned after the reported sale.

Do the option exercises have expiration dates?

Yes. One option lot expires on 01/02/2032 and the other on 01/02/2033, with exercisable dates of 01/03/2023 and 01/03/2024 respectively.