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IOVANCE (NASDAQ: IOVA) interim CEO RSUs vest with shares withheld for taxes

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

Rhea-AI Filing Summary

IOVANCE BIOTHERAPEUTICS Interim CEO & General Counsel Frederick G. Vogt had restricted stock units vest into 41,668 shares of common stock on the transaction date. The company withheld 17,701 shares to cover mandatory tax obligations, which was not an open-market sale. Following these transactions, Vogt directly held 553,505 common shares and 125,007 remaining RSUs that will vest in equal quarterly installments.

Positive

  • None.

Negative

  • None.
Insider Vogt Frederick G
Role Interim CEO & General Counsel
Type Security Shares Price Value
Exercise Restricted Stock Units 41,668 $0.00 --
Exercise Common Stock 41,668 $0.00 --
Tax Withholding Common Stock 17,701 $3.96 $70K
Holdings After Transaction: Restricted Stock Units — 125,007 shares (Direct, null); Common Stock — 571,206 shares (Direct, null)
Footnotes (1)
  1. Represents such shares underlying the restricted stock units ("RSUs") which vested on the transaction date. Represents shares withheld by the Issuer to satisfy the mandatory tax withholding requirements upon vesting of the RSUs. This is not an open market sale of securities. Represents common stock remaining after deducting the common stock withheld for taxes. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The remaining RSUs will vest in equal quarterly installments. Such aggregate number reflects the remainder of such RSUs granted on March 1, 2024, but does not include any other RSUs held by such Reporting Person.
RSUs vested into common stock 41,668 shares RSUs vested on transaction date into IOVANCE common stock
Shares withheld for taxes 17,701 shares Withheld to satisfy mandatory tax withholding on RSU vesting
Common shares held after transaction 553,505 shares Direct IOVANCE common stock holdings after Form 4 transactions
Remaining RSUs 125,007 units Unvested restricted stock units remaining after the vesting event
restricted stock units financial
"Represents such shares underlying the restricted stock units ("RSUs") which vested on the transaction date."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
RSUs financial
"Each RSU represents a contingent right to receive one share of the Issuer's common stock."
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
mandatory tax withholding financial
"Represents shares withheld by the Issuer to satisfy the mandatory tax withholding requirements upon vesting of the RSUs."
open market sale financial
"This is not an open market sale of securities."
An open market sale is when a company or a shareholder sells shares through the regular stock market to any willing buyer, using ordinary exchange trading rather than private deals. It matters to investors because it increases the number of shares available and can push the price down or change ownership balance—think of it like someone putting extra items on a supermarket shelf for any shopper to buy, which can lower the item's price if supply suddenly grows.
vest in equal quarterly installments financial
"The remaining RSUs will vest in equal quarterly installments."
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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*
Vogt Frederick G

(Last)(First)(Middle)
C/O IOVANCE BIOTHERAPEUTICS, INC.
825 INDUSTRIAL ROAD, SUITE 100

(Street)
SAN CARLOS CALIFORNIA 94070

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
IOVANCE BIOTHERAPEUTICS, INC. [ IOVA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Interim CEO & General Counsel
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
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 Stock(1)06/01/2026M41,668A$0571,206D
Common Stock(2)06/01/2026F17,701D$3.96553,505(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(4)06/01/2026M41,668 (5) (5)Common stock41,668$0.00125,007(6)D
Explanation of Responses:
1. Represents such shares underlying the restricted stock units ("RSUs") which vested on the transaction date.
2. Represents shares withheld by the Issuer to satisfy the mandatory tax withholding requirements upon vesting of the RSUs. This is not an open market sale of securities.
3. Represents common stock remaining after deducting the common stock withheld for taxes.
4. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
5. The remaining RSUs will vest in equal quarterly installments.
6. Such aggregate number reflects the remainder of such RSUs granted on March 1, 2024, but does not include any other RSUs held by such Reporting Person.
/s/ Frederick G. Vogt06/03/2026
** 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 IOVANCE (IOVA) report for Frederick G. Vogt?

IOVANCE reported RSU vesting for Interim CEO & General Counsel Frederick G. Vogt into 41,668 common shares, with 17,701 shares withheld to cover mandatory tax obligations. These transactions are compensation-related rather than open-market buying or selling.

Did Frederick G. Vogt sell IOVANCE (IOVA) shares in the open market?

No, the filing states 17,701 shares were withheld by IOVANCE to satisfy mandatory tax withholding upon RSU vesting. The footnote explicitly clarifies this was not an open-market sale of securities but a tax-withholding disposition.

How many IOVANCE (IOVA) shares does Frederick G. Vogt hold after these transactions?

After the June 1 transactions, Frederick G. Vogt directly held 553,505 shares of IOVANCE common stock. This total reflects the RSU vesting and the shares withheld for taxes, as described in the Form 4 filing and related footnotes.

What happens to Frederick G. Vogt’s remaining RSUs at IOVANCE (IOVA)?

After the vesting event, Vogt held 125,007 restricted stock units. Footnotes explain each RSU represents one share of common stock, and the remaining RSUs will vest in equal quarterly installments over time as part of his compensation package.

What does the Form 4 reveal about IOVANCE (IOVA) RSU grant timing for Vogt?

The Form 4 notes that the vested RSUs were part of a grant made on March 1, 2024. The reported 125,007 remaining RSUs reflect the unvested portion of that grant and do not include any other RSUs Vogt may hold from separate awards.