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Iovance (NASDAQ: IOVA) CRO reports RSU vesting and tax share withholding

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

Rhea-AI Filing Summary

IOVANCE BIOTHERAPEUTICS, INC. Chief Regulatory Officer Raj K. Puri reported routine equity compensation activity tied to restricted stock units (RSUs). On the transaction date, 9,766 RSUs vested into an equal number of common shares, while 3,843 shares were withheld by the company to cover mandatory tax obligations, not as an open-market sale. After these transactions, Puri directly held 251,957 shares of common stock and 68,365 RSUs, with the remaining RSUs scheduled to vest in equal quarterly installments.

Positive

  • None.

Negative

  • None.
Insider Puri Raj K.
Role Chief Regulatory Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 9,766 $0.00 --
Exercise Common Stock 9,766 $0.00 --
Tax Withholding Common Stock 3,843 $4.23 $16K
Holdings After Transaction: Restricted Stock Units — 68,365 shares (Direct, null); Common Stock — 251,957 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 the 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 5, 2025, but does not include any other RSUs held by such Reporting Person.
RSUs vested 9,766 units Restricted stock units converted into common stock on transaction date
Shares withheld for taxes 3,843 shares Common shares retained by issuer to satisfy mandatory tax withholding
Common shares held after 251,957 shares Direct common stock ownership following RSU vesting and tax withholding
RSUs held after 68,365 units Remaining restricted stock units scheduled to vest in equal quarterly installments
Tax withholding reference price $4.23 per share Price used to value 3,843 shares withheld for tax obligations
Restricted Stock Units financial
"security_title: "Restricted Stock Units""
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.
mandatory tax withholding financial
"to satisfy the mandatory tax withholding requirements upon vesting of the RSUs"
contingent right financial
"Each RSU represents a contingent right to receive one share of the Issuer's common stock."
equal quarterly installments financial
"The remaining RSUs will vest in equal quarterly installments."
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Form 4 Insider Transactions: What Each Field Means →
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*
Puri Raj K.
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Regulatory Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026		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)06/05/2026M9,766A$0251,957D
Common Stock(2)06/05/2026F3,843D$4.23248,114(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)06/05/2026M9,766 (5) (5)Common stock9,766$0.0068,365(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 5, 2025, but does not include any other RSUs held by such Reporting Person.
/s/ Raj K. Puri06/09/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did IOVA Chief Regulatory Officer Raj K. Puri report?

Raj K. Puri reported RSU vesting and related tax withholding. On the transaction date, 9,766 restricted stock units converted into common shares, and 3,843 shares were withheld by the company to satisfy mandatory tax obligations rather than being sold in the open market.

Did the IOVA filing show an open-market sale of shares by Raj K. Puri?

No, the filing states the disposition was tax withholding, not an open-market sale. The 3,843 shares were retained by the issuer to cover mandatory tax requirements that arose when 9,766 restricted stock units vested into common stock.

How many IOVA common shares does Raj K. Puri hold after this Form 4?

Following these transactions, Raj K. Puri directly holds 251,957 shares of IOVANCE BIOTHERAPEUTICS common stock. This reflects the vested RSUs becoming shares, net of the 3,843 shares withheld by the company to cover required tax withholding obligations.

How many restricted stock units (RSUs) does Raj K. Puri retain after the IOVA transaction?

After the vesting event, Puri holds 68,365 restricted stock units. The filing notes these remaining RSUs will vest in equal quarterly installments, and each RSU represents a contingent right to receive one share of Iovance common stock upon vesting.

What does each IOVA restricted stock unit (RSU) reported by Raj K. Puri represent?

Each restricted stock unit represents a contingent right to receive one share of Iovance common stock. The RSUs vest over time, and upon vesting, they convert into common shares, subject to mandatory tax withholding handled by the issuer as described in the filing.

Were all RSUs held by Raj K. Puri included in this IOVA Form 4?

No, the aggregate RSU figure in the filing reflects only the remainder of RSUs from a grant made on March 5, 2025. The disclosure specifies it does not include any other RSUs that Puri may hold separately from this particular grant.