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

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

Rhea-AI Filing Summary

IOVANCE BIOTHERAPEUTICS, INC. Chief Medical Officer Friedrich Graf Finckenstein reported routine equity compensation activity involving restricted stock units (RSUs) and common stock. On the transaction date, RSUs representing 8,790 shares vested, and additional RSUs representing 3,907 shares were also reported, each RSU corresponding to one share of common stock. These conversions resulted in 12,697 shares of common stock, with 7,122 shares of common stock withheld by the company at $3.79 per share to cover mandatory tax obligations, which the filing specifies is not an open market sale. After these transactions, he directly owned 117,231 shares of common stock, along with remaining RSU holdings noted in the filing that will vest in equal quarterly installments.

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Insider GRAF FINCKENSTEIN FRIEDRICH
Role Chief Medical Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 8,790 $0.00 --
Exercise Restricted Stock Units 3,907 $0.00 --
Exercise Common Stock 12,697 $0.00 --
Tax Withholding Common Stock 7,122 $3.79 $27K
Holdings After Transaction: Restricted Stock Units — 35,159 shares (Direct); Common Stock — 124,353 shares (Direct)
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 1, 2024, but does not include any other RSUs held by such Reporting Person. Such aggregate number reflects the remainder of such RSUs granted on March 2, 2023, but does not include any other RSUs held by such Reporting Person.
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
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*
GRAF FINCKENSTEIN FRIEDRICH

(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 Medical Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026
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(1) 03/02/2026 M 12,697 A $0 124,353 D
Common Stock(2) 03/02/2026 F 7,122 D $3.79 117,231(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) 03/02/2026 M 8,790 (5) (5) Common stock 8,790 $0.00 35,159(6) D
Restricted Stock Units (4) 03/02/2026 M 3,907 (5) (5) Common stock 3,907 $0.00 0(7) 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.
7. Such aggregate number reflects the remainder of such RSUs granted on March 2, 2023, but does not include any other RSUs held by such Reporting Person.
/s/ Friedrich Graf Finckenstein 03/04/2026
** 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.
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.

FAQ

What did IOVANCE (IOVA) Chief Medical Officer report in this Form 4?

The Chief Medical Officer reported RSU vesting and related share movements. RSUs converted into 12,697 common shares, and some shares were withheld for taxes. These transactions reflect routine equity compensation rather than open market stock purchases or sales.

How many IOVANCE (IOVA) shares came from RSU vesting in this filing?

The filing shows RSUs representing 8,790 shares vesting, plus 3,907 additional RSU-related shares reported. Each RSU equals one common share, leading to 12,697 common shares associated with RSU exercises and conversions on the reported transaction date.

Were any IOVANCE (IOVA) shares sold on the open market in this Form 4?

No open market sale occurred. The filing explains that 7,122 common shares were withheld by the company at $3.79 per share solely to satisfy mandatory tax withholding requirements when RSUs vested, rather than being sold into the market.

How many IOVANCE (IOVA) common shares does the insider own after these transactions?

After the reported transactions, the Chief Medical Officer directly owns 117,231 shares of IOVANCE common stock. This figure reflects the remaining holdings after accounting for shares withheld by the company to cover tax obligations tied to RSU vesting.

What do the remaining IOVANCE (IOVA) RSUs in this Form 4 represent?

The remaining RSUs represent additional stock-based compensation that has not yet fully vested. The filing notes that these RSUs, granted on March 1, 2024 and March 2, 2023, will vest in equal quarterly installments, providing future potential share delivery to the insider.

Is this IOVANCE (IOVA) Form 4 a routine compensation event?

Yes, the disclosure reflects routine equity compensation activity. It covers RSU vesting, conversion into common stock, and share withholding for taxes, which are standard features of stock-based pay programs rather than discretionary trading decisions by the insider.