STOCK TITAN

Ionis Pharmaceuticals (IONS) grants director RSUs and stock options

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

Rhea-AI Filing Summary

IONIS PHARMACEUTICALS INC director Spencer R. Berthelsen received equity awards as non-cash compensation. On July 1, 2026, he was granted 2,301 Restricted Stock Units, each representing one share of Ionis common stock or its cash equivalent. These RSUs vest 100% on the earlier of the first anniversary of grant or the next regularly scheduled annual stockholder meeting, and will be delivered on the following July 15.

He was also granted 5,369 non-qualified stock options with an exercise price of $79.19 per share under the Amended and Restated 2002 Non-Employee Directors' Stock Option Plan, vesting 100% on the same schedule and not exercisable as of the grant date. Following the RSU grant, he holds 7,521 RSUs. The company states that, under its Non-Employee Director Compensation Policy, these grants were adjusted so that his 2026 annual equity compensation does not exceed $400,000 based on grant date fair value under FASB Topic ASC 718.

Positive

  • None.

Negative

  • None.
Insider BERTHELSEN SPENCER R
Role null
Type Security Shares Price Value
Grant/Award Non-Qualified Stock Option (right to buy) 5,369 $0.00 --
Grant/Award Restricted Stock Unit 2,301 $0.00 --
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 5,369 shares (Direct, null); Restricted Stock Unit — 7,521 shares (Direct, null)
Footnotes (1)
  1. Pursuant to the Company's Non-Employee Director Compensation Policy, these grants were adjusted downward such that the non-employee Director's annual equity compensation in 2026 totals no more than $400,000 based on the aggregate grant date fair value as determined in accordance with FASB Topic ASC 718. Grant on July 1, 2026 to reporting person of stock options under the Amended and Restated Ionis Pharmaceuticals, Inc. 2002 Non-Employee Directors' Stock Option Plan. 100% of the shares subject to the option vest and become exercisable on either the first anniversary of the date of grant or the next regularly scheduled annual meeting of stockholders of the Company, whichever occurs earlier. The option is exercisable to 0 shares on July 1, 2026. Each Restricted Stock Unit represents a contingent right to receive one share of Ionis common stock, or its equivalent cash value. Grant on July 1, 2026 to reporting person of Restricted Stock Unit award under the Amended and Restated Ionis Pharmaceuticals, Inc. 2002 Non-Employee Directors' Stock Option Plan. These Restricted Stock Units vest 100% on either the first anniversary of the date of grant or the next regularly scheduled annual meeting of stockholders of the Company, whichever occurs earlier, and will be delivered to the reporting person on the July 15th following the vesting date. The Restricted Stock Unit is vested as to 0 shares on July 1, 2026.
RSU grant 2,301 RSUs Granted July 1, 2026; each equals one common share or cash value
Stock option grant 5,369 options Non-qualified options granted July 1, 2026
Option exercise price $79.19 per share Exercise price for 5,369 non-qualified stock options
RSUs after grant 7,521 RSUs Total Restricted Stock Units held following the July 1, 2026 award
Equity compensation cap $400,000 Maximum 2026 annual equity compensation based on ASC 718 fair value
Option expiration June 30, 2036 Expiration date of the 5,369 non-qualified stock options
Restricted Stock Unit financial
"Each Restricted Stock Unit represents a contingent right to receive one share of Ionis common stock, or its equivalent cash value."
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.
Non-Qualified Stock Option financial
"Non-Qualified Stock Option (right to buy) with an exercise price of $79.1900 per share."
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.
FASB Topic ASC 718 financial
"annual equity compensation in 2026 totals no more than $400,000 based on the aggregate grant date fair value as determined in accordance with FASB Topic ASC 718."
Non-Employee Director Compensation Policy financial
"Pursuant to the Company's Non-Employee Director Compensation Policy, these grants were adjusted downward such that the non-employee Director's annual equity compensation in 2026 totals no more than $400,000."
Amended and Restated Ionis Pharmaceuticals, Inc. 2002 Non-Employee Directors' Stock Option Plan financial
"Grant on July 1, 2026 to reporting person of stock options under the Amended and Restated Ionis Pharmaceuticals, Inc. 2002 Non-Employee Directors' Stock Option Plan."
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What equity awards did Ionis (IONS) director Spencer R. Berthelsen receive?

Spencer R. Berthelsen received 2,301 Restricted Stock Units and 5,369 non-qualified stock options on July 1, 2026. Both awards were granted as part of Ionis’s non-employee director equity compensation program.

When do Spencer R. Berthelsen’s new Ionis (IONS) RSUs and options vest?

Both the 2,301 RSUs and 5,369 stock options vest 100% on the earlier of the first anniversary of the July 1, 2026 grant date or the next regularly scheduled annual stockholder meeting, according to the company’s non-employee director plans.

What is the exercise price and term of Berthelsen’s new Ionis (IONS) stock options?

The 5,369 non-qualified stock options have an exercise price of $79.19 per share and expire on June 30, 2036. They are not exercisable on the July 1, 2026 grant date and vest in full on the stated vesting trigger.

How many Restricted Stock Units does Spencer R. Berthelsen hold after this Ionis (IONS) filing?

After the July 1, 2026 grant of 2,301 RSUs, Spencer R. Berthelsen holds a total of 7,521 Restricted Stock Units. Each RSU represents a contingent right to receive one share of Ionis common stock or its equivalent cash value at delivery.

How does Ionis (IONS) limit non-employee director equity compensation for 2026?

Ionis states that 2026 non-employee director equity awards were adjusted downward so total annual equity compensation does not exceed $400,000. The cap is based on aggregate grant date fair value calculated under FASB Topic ASC 718.
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*
BERTHELSEN SPENCER R

(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)
07/01/2026
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
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)$79.1907/01/2026A5,369(1)07/01/2027(2)06/30/2036(2)Common Stock5,369$0.05,369D
Restricted Stock Unit$0.0(3)07/01/2026A2,301(1) (4) (4)Common Stock2,301$0.07,521D
Explanation of Responses:
1. Pursuant to the Company's Non-Employee Director Compensation Policy, these grants were adjusted downward such that the non-employee Director's annual equity compensation in 2026 totals no more than $400,000 based on the aggregate grant date fair value as determined in accordance with FASB Topic ASC 718.
2. Grant on July 1, 2026 to reporting person of stock options under the Amended and Restated Ionis Pharmaceuticals, Inc. 2002 Non-Employee Directors' Stock Option Plan. 100% of the shares subject to the option vest and become exercisable on either the first anniversary of the date of grant or the next regularly scheduled annual meeting of stockholders of the Company, whichever occurs earlier. The option is exercisable to 0 shares on July 1, 2026.
3. Each Restricted Stock Unit represents a contingent right to receive one share of Ionis common stock, or its equivalent cash value.
4. Grant on July 1, 2026 to reporting person of Restricted Stock Unit award under the Amended and Restated Ionis Pharmaceuticals, Inc. 2002 Non-Employee Directors' Stock Option Plan. These Restricted Stock Units vest 100% on either the first anniversary of the date of grant or the next regularly scheduled annual meeting of stockholders of the Company, whichever occurs earlier, and will be delivered to the reporting person on the July 15th following the vesting date. The Restricted Stock Unit is vested as to 0 shares on July 1, 2026.
By: Patrick R. O'Neil, attorney-in-fact For: Spencer R. Berthelsen07/06/2026
** 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)