IOVANCE (NASDAQ: IOVA) CCO reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

IOVANCE BIOTHERAPEUTICS Chief Commercial Officer Daniel Gordon Kirby reported vesting of restricted stock units and related tax withholding. On February 10, 2026, 39,996 RSUs vested and were converted into the same number of common shares at $0 exercise price.

To cover mandatory taxes on this vesting, 16,450 common shares were withheld by the company at $2.60 per share, which the filing specifies is not an open market sale. After these transactions, Kirby directly holds 53,546 common shares and 80,004 RSUs from the February 10, 2025 grant, with remaining RSUs scheduled to vest in equal quarterly installments.

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

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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^*

Kirby Daniel Gordon

(Last) (First) (Middle)

C/O IOVANCE BIOTHERAPEUTICS, INC.

825 INDUSTRIAL ROAD, SUITE 100

(Street)

SAN CARLOS CA 94070

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IOVANCE BIOTHERAPEUTICS, INC. [ IOVA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026(1)		M		39,996	A	$0	69,996	D
Common Stock	02/10/2026(2)		F		16,450	D	$2.6	53,546(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(4)	02/10/2026		M			39,996	(5)	(5)	Common Stock	39,996	$0.00	80,004(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 the 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 February 10, 2025, but does not include any other RSUs held by such Reporting Person.

	/s/ Daniel Gordon Kirby	02/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did IOVA Chief Commercial Officer Daniel Gordon Kirby report?

Daniel Gordon Kirby reported RSU vesting and related tax withholding. On February 10, 2026, 39,996 restricted stock units vested into common shares, and some of those shares were withheld by IOVANCE BIOTHERAPEUTICS, INC. to satisfy required tax obligations tied to the vesting.

How many IOVA restricted stock units vested for Daniel Gordon Kirby on February 10, 2026?

A total of 39,996 RSUs vested for Daniel Gordon Kirby on February 10, 2026. Each RSU represents a contingent right to receive one share of IOVANCE common stock, so the vesting created 39,996 common shares at a reported exercise or conversion price of $0 per share.

Were any of Daniel Gordon Kirby’s IOVA shares sold on the open market in this Form 4?

No open market sales occurred in this Form 4. The filing explains that 16,450 common shares were withheld by IOVANCE BIOTHERAPEUTICS, INC. solely to satisfy mandatory tax withholding requirements upon RSU vesting, and explicitly states this is not an open market sale of securities.

How many IOVA common shares does Daniel Gordon Kirby own after the reported transactions?

Following the reported transactions, Daniel Gordon Kirby beneficially owns 53,546 shares of IOVANCE common stock directly. This figure reflects the vested shares that remained after deducting 16,450 shares withheld by the issuer to cover tax obligations tied to the February 10, 2026 RSU vesting.

How many IOVA restricted stock units remain outstanding for Daniel Gordon Kirby after this vesting?

After the vesting event, Kirby holds 80,004 remaining RSUs from the February 10, 2025 grant. The filing notes this aggregate reflects only the remainder of that specific grant, with those RSUs scheduled to vest in equal quarterly installments going forward, subject to their terms.

What does transaction code F mean in Daniel Gordon Kirby’s IOVA Form 4?

Transaction code F indicates shares used to pay tax or exercise costs. In this case, 16,450 IOVANCE common shares were withheld by the issuer at $2.60 per share to satisfy mandatory tax withholding on RSU vesting, rather than being sold on the open market.