Inovio Pharmaceuticals Form 4 / Jacqueline Elizabeth Shea ownership change

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).

1. Name and Address of Reporting Person^*

Shea Jacqueline Elizabeth

(Last)

(First)

(Middle)

660 W. GERMANTOWN PIKE

(Street)

PLYMOUTH MEETING

19462

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INOVIO PHARMACEUTICALS, INC. [ INO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/26/2024		M		1,878	A	⁽¹⁾	18,387⁽²⁾	D
Common Stock	02/26/2024		F		872⁽³⁾	D	$8.16	17,515	D
Common Stock	02/26/2024		M		5,853	A	⁽⁴⁾	23,368	D
Common Stock	02/26/2024		F		2,856⁽⁵⁾	D	$8.16	20,512	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	02/26/2024		M			1,878⁽²⁾	⁽¹⁾	⁽¹⁾	Common Stock	1,878⁽²⁾	$0	0	D
Restricted Stock Unit	⁽⁴⁾	02/26/2024		M			5,853⁽²⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	5,853⁽²⁾	$0	5,852⁽²⁾	D
Common Stock Option	$8.46	02/28/2024		A		69,733		02/28/2024⁽⁶⁾	02/28/2034	Common Stock	69,733	$0	69,733	D
Restricted Stock Unit	⁽⁷⁾	02/28/2024		A		55,895		⁽⁷⁾	⁽⁷⁾	Common Stock	55,895	$0	55,895	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock. The vesting schedule for the 5,635 restricted stock units was as follows: 1,879 shares vested on February 26, 2022; 1,878 shares vested on February 26, 2023; and 1,878 shares vested on February 26, 2024. Vested restricted stock units could be settled in shares of common stock, cash or a combination of both.

2. Gives effect to a 1-for-12 reverse stock split effected by the Issuer on January 24, 2024.

3. The transaction reported represents the withholding of shares by the issuer to satisfy the reporting person's tax withholding obligations in connection with the vesting and settlement of the restricted stock unit award reported in the immediately preceding row and described in footnote (1) herein.

4. Each restricted stock unit represents a contingent right to receive one share of common stock. The vesting schedule for the 17,557 restricted stock units is as follows: 5,852 shares vested on February 26, 2023; 5,853 shares vested on February 26, 2024; and 5,852 shares will vest on February 26, 2025. Vested restricted stock units can be settled in shares of common stock, cash or a combination of both.

5. The transaction reported represents the withholding of shares by the issuer to satisfy the reporting person's tax withholding obligations in connection with the vesting and settlement of the restricted stock unit award reported in the immediately preceding row and described in footnote (4) herein.

6. The vesting schedule for the 69,733 options is as follows: 17,434 shares vested on February 28, 2024; 17,433 shares will vest on February 28, 2025; 17,433 shares will vest on February 28, 2026; and 17,433 shares will vest on February 28, 2027.

7. Each restricted stock unit represents a contingent right to receive one share of common stock. The vesting schedule for the 55,895 restricted stock units is as follows: 18,632 shares will vest on February 26, 2025; 18,632 shares will vest on February 26, 2026; and 18,631 shares will vest on February 26, 2027. Vested restricted stock units can be settled in shares of common stock, cash or a combination of both.

Remarks:

	/s/ Jacqueline E. Shea	02/28/2024
	** 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.

Inovio Pharmaceuticals (INO) Form 4INOVIO PHARMACEUTICALS / Jacqueline Elizabeth Shea ownership change