Iovance (IOVA) Officer Equity Activity: 5,470 RSUs Settled, Tax Withholding Applied

Rhea-AI Filing Summary

Raj K. Puri, Chief Regulatory Officer of Iovance Biotherapeutics, reported transactions on 09/02/2025 related to restricted stock units (RSUs). On that date 5,470 RSUs vested and were converted into shares, and the issuer withheld 2,467 shares to satisfy mandatory tax withholding. After these transactions the reporting person beneficially owned 212,857 shares (the filing shows 215,324 before withholding). The filing also discloses that 32,817 RSUs remain outstanding from the March 1, 2024 grant and remaining RSUs will vest in equal quarterly installments.

Positive

• 5,470 RSUs vested and were converted into common stock on 09/02/2025
• 32,817 RSUs remain from the March 1, 2024 grant with a disclosed quarterly vesting schedule

Negative

• 2,467 shares were withheld
• Beneficial ownership decreased

Insights

Corporate Governance Expert

TL;DR: Routine RSU vesting and tax withholding by an officer, recorded as Form 4 transactions, appears procedural and non-material to corporate control.

The Form 4 discloses a standard equity compensation event: 5,470 RSUs vested and were settled into common stock on 09/02/2025, with 2,467 shares withheld to cover taxes. Ownership declined from 215,324 to 212,857 shares after withholding. The filer remains an officer and the transaction is reported as a single-person filing. There is no indication of open-market sales or transfers beyond tax withholding and no changes to board membership or control disclosed in the filing.

Compensation/Equity Analyst

TL;DR: Equity compensation event recorded: vested RSUs converted to stock; remaining RSU balance and quarterly vesting schedule disclosed.

The filing specifies that each RSU converts to one share and that the vested 5,470 units were settled into common stock with withholding of 2,467 shares for taxes. It reports 32,817 RSUs remaining from the March 1, 2024 grant, with the remainder vesting quarterly. The transaction price shown for the withholding is $2.19, reflecting the withholding valuation, while the RSU settlement itself is recorded at $0.00 per unit in the derivative table as a conversion of units to shares. These details are consistent with routine employee equity settlement practices disclosed on Form 4.

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^*

Puri Raj K.

(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 Regulatory Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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(1)	09/02/2025		M		5,470	A	$0	215,324	D
Common Stock(2)	09/02/2025		F		2,467	D	$2.19	212,857(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)	09/02/2025		M			5,470	(5)	(5)	Common stock	5,470	$0.00	32,817(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 March 1, 2024, but does not include any other RSUs held by such Reporting Person.

	/s/ Raj K. Puri	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.
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FAQ

What transactions did Raj K. Puri report on Form 4 for IOVA?

The filing reports that 5,470 RSUs vested on 09/02/2025, were converted to shares, and the issuer withheld 2,467 shares to satisfy taxes.

How many IOVA shares did Raj K. Puri own after the reported transactions?

After the transactions the filing shows beneficial ownership of 212,857 shares.

How many RSUs remain outstanding for Raj K. Puri from the March 1, 2024 grant?

The filing discloses 32,817 RSUs remain

Was any open-market sale reported in this Form 4?

No. The filing notes the share reduction was due to mandatory tax withholding on vested RSUs, not an open-market sale.

What price is shown for the shares withheld for taxes?

The Form 4 reports a value of $2.19 associated with the shares withheld to satisfy tax withholding.