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INOVIO PHARMACEUTICALS, INC.

For the period ended Jun 30, 2025. Filed Aug 12, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 12, 2025

INO$1.22-16.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-13.

0001055726-25-000026

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-12.

0001055726-25-000055

Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 76 previous paragraphs and 77 current paragraphs.

38 unchanged; 31 reworded; 7 added; 7 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 1 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (7)

Current report

•$973,000 and $1.9 million, respectively, in lower contract labor;

Current report

•$415,000 and $539,000, respectively, of lower clinical study and drug manufacturing expenses related to INO-5401;

Current report

•$287,000 and $1.0 million, respectively, of lower expensed inventory; and

Current report

•$525,000 and $505,000, respectively, in lower employee severance expenses;

Current report

•$377,000 and $588,000, respectively, in lower outside services primarily related to commercial development;

Current report

•$270,000 and $497,000, respectively, in lower contract labor; and

Current report

On July 7, 2025 , we closed an underwritten public offering, or the July 2025 Offering, relating to the issuance and sale of 14,285,715 shares of our common stock and accompanying Series A warrants to purchase up to 14,285,715 shares of our common stock (or pre-funded warrants, each representing the right to purchase one share of common stock at an exercise price of $0.001, or the Pre-Funded Warrants, in lieu thereof) at an exercise price of $1.75 per share of common stock (or $1.749 per Pre-Funded Warrant), or the Series A Warrants, and Series B warrants to purchase up to 14,285,715 shares of our common stock (or Pre-Funded Warrants in lieu thereof) at an exercise price of $1.75 per share of Common Stock (or $1.749 per Pre-Funded Warrant), or the Series B Warrants, and, together with the Series A Warrants, the 2025 Warrants, at a combined public offering price of $1.75 per share of common stock and accompanying 2025 Warrants. The net proceeds to us from the July 2025 Offering were $22.5 million, after deducting the underwriting discounts and commissions and offering expenses paid by us.
Removed paragraphs (7)

Previous report

•$639,000 in lower drug manufacturing expenses for other programs; and

Previous report

•$926,000 in higher engineering professional and outside services related to our device development; and

Previous report

•$244,000 in higher clinical study expenses and outside services related to INO-3107.
Reworded paragraphs (31)

Previous wording

We use proprietary technology to design DNA plasmids, which are small circular DNA molecules that work like software the body’s cells can download to produce specific proteins to target and fight disease. Our proprietary investigational CELLECTRA® devices are designed to deliver the plasmids into the body’s cells for optimal effect, without the use of chemical adjuvants, lipid nanoparticles or viral vectors.

Current wording

We use proprietary technology to design DNA plasmids, which are small circular DNA molecules that work like software the body’s cells can download to produce specific proteins to target and fight disease. Our proprietary investigational

Previous wording

In 2023, we received feedback from the U.S. Food and Drug Administration, or FDA, that the data from this completed trial could be used to support the submission of a Biologic License Application, or BLA, for review under the FDA’s accelerated approval program. As part of submitting our BLA under the accelerated program, we will need to satisfy all FDA filing requirements and initiate a confirmatory clinical trial prior to BLA submission. We previously expected to be able to submit our BLA by the end of 2024; however, during our device testing process we identified a manufacturing issue involving the single-use disposable administration component of the CELLECTRA 5PSP device that we plan to use in the confirmatory trial and that will be submitted for approval for commercial use. We resolved the manufacturing issue in the first quarter of 2025 and are currently on track to begin a rolling submission of the BLA in mid-2025 and to request priority review, with a goal of receiving file acceptance by the FDA by the end of 2025.

Current wording

In 2023, we received feedback from the U.S. Food and Drug Administration, or FDA, that the data from this completed trial could be used to support the submission of a Biologic License Application, or BLA, for review under the FDA’s accelerated approval program. As part of submitting our BLA under the accelerated program, we will need to satisfy all FDA filing requirements and initiate a confirmatory clinical trial prior to BLA submission. We previously expected to be able to submit our BLA by the end of 2024; however, during our device testing process we identified a manufacturing issue involving the single-use disposable administration component of the CELLECTRA 5PSP device that we plan to use in the confirmatory trial and that will be submitted for approval for commercial use. We resolved the manufacturing issue in the first quarter of 2025 and have recently completed Design Verification (DV) testing. Utilizing our breakthrough therapy designation, we requested rolling submission of our BLA in July 2025 and remain on track to complete the BLA submission in the second half of 2025 with the goal of receiving file acceptance by the FDA by the end of 2025. We plan to request a priority review from the FDA.

Previous wording

As of March 31, 2025, we had an accumulated deficit of $1.7 billion. We expect to continue to incur substantial operating losses in the future due to our commitment to our research and development programs, the funding of preclinical studies, clinical trials and regulatory activities and the costs of general and administrative activities.

Current wording

As of June 30, 2025, we had an accumulated deficit of $1.8 billion. We expect to continue to incur substantial operating losses in the future due to our commitment to our research and development programs, the funding of preclinical studies, clinical trials and regulatory activities and the costs of general and administrative activities.

Previous wording

Revenue. Total revenue was $65,000 and $0 for the three months ended March 31, 2025 and 2024, respectively, all of which was derived under the collaborative arrangement with ApolloBio.

Current wording

Revenue. Total revenue was $0 and $65,000 for the three and six months ended June 30, 2025, respectively, as compared to $101,000 for both the three and six months ended June 30, 2024, all of which was derived under the collaborative arrangement with ApolloBio.

Previous wording

The following table summarizes our research and development expense by product candidate for the three months ended March 31, 2025 and 2024:

Current wording

The following table summarizes our research and development expense by product candidate for the three and six months ended June 30, 2025 and 2024:

Previous wording

The decrease in research and development expenses for the three-month period year over year was primarily the result of:

Current wording

The decrease in research and development expenses for the three and six-month periods year over year was primarily the result of:

Previous wording

•$3.3 million in lower drug manufacturing andimmunology expenses related to INO-3107;

Current wording

•$5.9 million and $9.1 million, respectively, in lower drug manufacturing, clinical study, immunology and other expenses related to INO-3107;

Previous wording

•$619,000 in lower employee and consultant stock-based compensation, as a result of the lower weighted average grant date fair value for the awards granted during 2025; and

Current wording

•$268,000 and $776,000, respectively, in lower employee and consultant stock-based compensation, as a result of the lower weighted average grant date fair value for the awards granted during 2025.

Previous wording

Contributions received from current grant agreements and recorded as contra-research and development expense were $286,000 and $179,000 for the three months ended March 31, 2025 and 2024, respectively. The increase for the three-month period year over year was due to the increase in expenses earned under the sub-grants through Wistar, among other variances.

Current wording

Contributions received from current grant agreements and recorded as contra-research and development expense were $315,000 and $601,000 for the three and six months ended June 30, 2025, respectively, as compared to $9,000 and $188,000 for the three and six months ended June 30, 2024, respectively. The increase for the three and six-month periods year over year was due to the increase in expenses earned under the sub-grants through Wistar, among other variances.

Previous wording

General and administrative expenses. General and administrative expenses, which include business development expenses and patent expenses, were $9.0 million and $10.6 million for the three months ended March 31, 2025 and 2024, respectively. Decreases for the three-month period year over year included:

Current wording

General and administrative expenses. General and administrative expenses, which include commercial and business development expenses and patent expenses, were $8.6 million and $17.6 million for the three and six months ended June 30, 2025, respectively, as compared to $10.2 million and $20.8 million for the three and six months ended June 30, 2024, respectively. Decreases for the three and six-month periods year over year included:

Previous wording

•$507,000 in lower employee and consultant stock-based compensation, as a result of the lower weighted average grant date fair value for the awards granted during 2025.

Current wording

•$411,000 and $1.0 million, respectively, in lower employee and consultant stock-based compensation;

Previous wording

•$745,000 in lower legal expenses due a decrease in litigation activity;

Current wording

•$31,000 and $776,000, respectively, in lower legal expenses due a decrease in litigation activity.

Previous wording

Stock-based compensation. Employee stock-based compensation expense is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite vesting period. Total employee and director stock-based compensation expense for the three months ended March 31, 2025 and 2024 was $1.4 million and $2.4 million, of which $547,000 and $1.0 million was included in research and development expenses and $821,000 and $1.4 million was included in general and administrative expenses, respectively. The decrease was due to a lower weighted average grant date fair value for the awards granted during 2025.

Current wording

Stock-based compensation. Employee stock-based compensation expense is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite vesting period. Total employee and director stock-based compensation expense recognized in the condensed consolidated statements of operations for the three and six months ended June 30, 2025 was $819,000 and $2.2 million, respectively, of which $319,000 and $866,000, respectively, was included in research and development expenses, and $500,000 and $1.3 million, respectively, was included in general and administrative expenses. Total employee and director stock-based compensation expense recognized in the condensed consolidated statements of operations for the three and six months ended June 30, 2024 was $1.5 million and $3.9 million, respectively, of which $581,000 and $1.6 million, respectively, was included in research and development expenses, and $890,000 and $2.3 million, respectively, was included in general and administrative expenses. The decrease was due to a lower weighted average grant date fair value for the awards granted during 2025.

Previous wording

Interest income. Interest income for the three months ended March 31, 2025 and 2024 was $808,000 and $1.5 million, respectively. The decrease for the three-month period year over year was primarily due to a lower short-term investment balance.

Current wording

Interest income. Interest income for the three and six months ended June 30, 2025 was $611,000 and $1.4 million, respectively, as compared to $1.3 million and $2.8 million for the three and six months ended June 30, 2024, respectively. The decrease for the three-month period year over year was primarily due to a lower short-term investment balance.

Previous wording

Interest expense. Interest expense for the three months ended March 31, 2025 and 2024 was $0 and $178,000, respectively. The prior year interest expense related to our senior convertible promissory notes that were repaid in full on March 1, 2024.

Current wording

Interest expense. Interest expense for both the three and six months ended June 30, 2025 was $0, as compared to $0 and $178,000 for the three and six months ended June 30, 2024, respectively. The prior year interest expense related to our senior convertible promissory notes that were repaid in full on March 1, 2024.

Previous wording

Change in Fair Value of Common Stock Warrant Liability. The change in fair value of our common stock warrant liability change is related to the revaluation of the liability associated with the Warrants, as defined below, we issued in December 2024 and was primarily the result of a decrease in our stock price during the period. We record the fair value of these Warrants at each balance sheet date and will record gain or loss on the statement of operations for changes between balance sheet dates.

Current wording

Change in Fair Value of Common Stock Warrant Liability. The change in fair value of our common stock warrant liability is related to the revaluation of the liability associated with the 2024 Warrants, as defined below, we issued in December 2024. We record the fair value of these 2024 Warrants at each balance sheet date and will record gain or loss on the statement of operations for changes between balance sheet dates.

Previous wording

Gain (loss) on investment in affiliated entity. The gain (loss) resulted from the change in the fair market value of our investment in PLS of $695,000 and $(126,000), respectively. We record our investment in PLS at its market value based on the closing price of the shares on the Korea New Exchange Market at each balance sheet date, with changes in fair value reflected in the condensed consolidated statements of operations.

Current wording

Gain (loss) on investment in affiliated entity. The gain (loss) resulted from the change in the fair market value of our investment in Plumbline Life Sciences, Inc. (PLS) of $776,000 and $1.5 million for the three and six months ended June 30, 2025, respectively, as compared to $(334,000) and $(460,000) for the three and six months ended June 30, 2024, respectively. We record our investment in PLS at its market value based on the closing price of the shares on the Korea New Exchange Market at each balance sheet date, with changes in fair value reflected in the condensed consolidated statements of operations.

Previous wording

Net unrealized gain on available-for-sale equity securities. The net unrealized gain on available-for-sale equity securities for the three months ended March 31, 2025 and 2024 of $140,000 and $501,000, respectively, resulted from a change in the fair market value of the investments.

Current wording

Net unrealized gain (loss) on available-for-sale equity securities. The net unrealized gain (loss) on available-for-sale equity securities for the three and six months ended June 30, 2025 of $759,000 and $900,000, respectively, as compared to $(21,000) and $480,000 for the three and six months ended June 30, 2024, respectively, resulted from a change in the fair market value of the investments.

Previous wording

Other expense, net. Other expense, net, for the three months ended March 31, 2025 and 2024 of $500 and $682,000, respectively, related primarily to the realized loss on short-term investments sold during the periods.

Current wording

Other (expense) income, net. Other (expense) income, net, for the three and six months ended June 30, 2025 of $(703,000) and $(704,000), respectively, as compared to $8,000 and $(675,000) for the three and six months ended June 30, 2024, respectively, related primarily to the realized loss on short-term investments sold during the periods.

Previous wording

As of March 31, 2025, we had cash, cash equivalents and short-term investments of $68.4 million and working capital of $44.6 million, as compared to $94.1 million and $62.5 million, respectively, as of December 31, 2024.

Current wording

As of June 30, 2025, we had cash, cash equivalents and short-term investments of $47.5 million and working capital of $21.0 million, as compared to $94.1 million and $62.5 million, respectively, as of December 31, 2024.

Previous wording

Net cash used in operating activities was $26.9 million and $28.8 million for the three months ended March 31, 2025 and 2024, respectively. The variance was primarily due to the timing and changes in working capital balances, offset by decreased operating expenses.

Current wording

Net cash used in operating activities was $47.7 million and $57.0 million for the six months ended June 30, 2025 and 2024, respectively. The variance was primarily due to the timing and changes in working capital balances, offset by decreased operating expenses.

Previous wording

Net cash (used in) provided by investing activities was $(52,000) and $45.4 million for the three months ended March 31, 2025 and 2024, respectively. The variance was primarily the result of timing differences in short-term investment purchases, sales and maturities.

Current wording

Net cash provided by investing activities was $5.2 million and $55.3 million for the six months ended June 30, 2025 and 2024, respectively. The variance was primarily the result of timing differences and overall decrease in short-term investment purchases, sales and maturities.

Previous wording

Net cash provided by (used in) financing activities was $1.0 million and $(11.4) million for the three months ended March 31, 2025 and 2024, respectively. The variance was primarily due to the repayment of our convertible senior notes of $16.4 million in March 2024, offset by net proceeds of $5.2 million from the sale of common stock under the Sales Agreements (defined below) during the three months ended March 31, 2024, compared to $1.1 million received during the three months ended March 31, 2025.

Current wording

Net cash provided by financing activities was $993,000 and $21.7 million for the six months ended June 30, 2025 and 2024, respectively. The variance was primarily due to the repayment of our convertible senior notes of $16.4 million in March 2024, offset by net proceeds from the April 2024 Offering (defined below) of $33.2 million and net proceeds of $5.2 million from the sale of common stock under the Sales Agreements (defined below) during the six months ended June 30, 2024, compared to $1.1 million received during the six months ended June 30, 2025.

Previous wording

On December 16, 2024, we closed an underwritten public offering, or the December 2024 Offering, relating to the issuance and sale of 10,000,000 shares of the common stock, and accompanying warrants to purchase 10,000,000 shares of common stock, or the Warrants, at an offering price of $3.00 per share and accompanying Warrant. The net proceeds from the December 2024 Offering were $27.6 million, after deducting the underwriting discounts and commissions and offering expenses paid by us.

Current wording

On December 16, 2024, we closed an underwritten public offering, or the December 2024 Offering, relating to the issuance and sale of 10,000,000 shares of the common stock, and accompanying warrants to purchase 10,000,000 shares of common stock, or the 2024 Warrants, at an offering price of $3.00 per share and accompanying Warrant. The net proceeds from the December 2024 Offering were $27.6 million, after deducting the underwriting discounts and commissions and offering expenses paid by us.

Previous wording

During the three months ended March 31, 2025, we sold 518,670 shares of common stock under the 2024

Current wording

During the six months ended June 30, 2025, we sold 518,670 shares of common stock under the 2024

Previous wording

During thethree months ended March 31, 2024, we sold 543,620 shares of our common stock under the 2021 Sales Agreement at a weighted average price of $9.76 per share, resulting in aggregate net proceeds of $5.2 million. We terminated the 2021 Sales Agreement in August 2024 in connection with the entry into the 2024 Sales Agreement described above.

Current wording

During thesix months ended June 30, 2024, we sold 543,620 shares of our common stock under the 2021 Sales Agreement at a weighted average price of $9.76 per share, resulting in aggregate net proceeds of $5.2 million. We terminated the 2021 Sales Agreement in August 2024 in connection with the entry into the 2024 Sales Agreement described above.

Previous wording

During the three months ended March 31, 2025 and 2024, nostock options were exercised and tax payments of $74,000 and $174,000, respectively, were made related to net share settlement of RSU awards.

Current wording

During the six months ended June 30, 2025, nostock options were exercised and tax payments of $109,000 were made related to net share settlement of RSU awards. During the six months ended June 30, 2024, stock options to purchase 8,159 shares of common stock were exercised for aggregate net proceeds to us of $68,000, which proceeds were offset by tax payments made related to net share settlement of RSU awards of $414,000.

Previous wording

As of March 31, 2025, we had an accumulated deficit of $1.7 billion, and we expect to continue to operate at a loss for the near term. The amount of our accumulated deficit will continue to increase, as it will be expensive to continue research and development efforts. Our current cash resources will not be sufficient to complete the clinical development of our product candidates beyond INO-3107, and we anticipate that additional financing will be required in order to complete the development of and to commercialize and generate revenues from the sale of INO-3107 or any other product candidates that may receive regulatory approval. If these activities are successful and if we receive approval from the FDA to market our DNA medicine candidates, then we will need to raise additional funding to market and sell the approved products and equipment. In addition to the potential issuance of equity or debt securities in order to raise capital, we are also evaluating potential collaborations as an additional way to fund our operations. We expect our cash runway to extend into the first quarter of 2026, without giving effect to any further capital raising activities that we may undertake.

Current wording

As of June 30, 2025, we had an accumulated deficit of $1.8 billion, and we expect to continue to operate at a loss for the near term. The amount of our accumulated deficit will continue to increase, as it will be expensive to continue research and development efforts. Our current cash resources will not be sufficient to complete the clinical development of our product candidates beyond INO-3107, and we anticipate that additional financing will be required in order to complete the development of and to commercialize and generate revenues from the sale of INO-3107 or any other product candidates that may receive regulatory approval. If these activities are successful and if we receive approval from the FDA to market our DNA medicine candidates, then we will need to raise additional funding to market and sell the approved products and equipment. In addition to the potential issuance of equity or debt securities in order to raise capital, we are also evaluating potential collaborations as an additional way to fund our operations. We expect our cash runway, including the net proceeds from the July 2025 Offering, to extend into the second quarter of 2026, without giving effect to any further capital raising activities that we may undertake.

Previous wording

Our ability to continue operations is dependent upon our ability to obtain additional capital in the future and achieve profitable operations. We expect to continue to rely on outside sources of financing to meet our capital needs and we may never achieve positive cash flow. In light of these factors, management believes that there is substantial doubt about our ability to continue as a going concern beyond the first quarter of 2026. The condensed consolidated financial statements as of and for the three months ended March 31, 2025 do not include any adjustments that might result from the outcome of this uncertainty.

Current wording

Our ability to continue operations is dependent upon our ability to obtain additional capital in the future and achieve profitable operations. We expect to continue to rely on outside sources of financing to meet our capital needs and we may never achieve positive cash flow. In light of these factors, management believes that there is substantial doubt about our ability to continue as a going concern beyond the second quarter of 2026. The condensed consolidated financial statements as of and for the three and six months ended June 30, 2025 do not include any adjustments that might result from the outcome of this uncertainty.

Previous wording

We have existing supply agreements with contract manufacturers to manufacture drug substance. At March 31, 2025, we had approximately $605,000 inminimum purchase obligations in connection with these agreements. We expect to satisfy these obligations from existing cash over the next twelve months.

Current wording

We have existing supply agreements with contract manufacturers to manufacture drug substance. At June 30, 2025, we had approximately $476,000 inminimum purchase obligations in connection with these agreements. We expect to satisfy these obligations from existing cash over the next twelve months.

Previous wording

During the three months ended March 31, 2025, there have been no significant changes to our contractual obligations and commitments described under Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2024 Annual Report.

Current wording

During the six months ended June 30, 2025, there have been no significant changes to our contractual obligations and commitments described under Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2024 Annual Report.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

CELLECTRA® devices are designed to deliver the plasmids into the body’s cells for optimal effect, without the use of chemical adjuvants, lipid nanoparticles or viral vectors.