INOVIO PHARMACEUTICALS, INC.
For the period ended Dec 31, 2025. Filed Mar 12, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 12, 2026
INO$1.22-16.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-18.
0001055726-25-000012
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-K
Period ended 2025-12-31; filed 2026-03-12.
0001055726-26-000008
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe 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 105 previous paragraphs and 105 current paragraphs.
48 unchanged; 35 reworded; 22 added; 20 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 3 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 (22)
Current report
INO-3107 is an investigational DNA medicine designed to elicit an antigen-specific T cell response against both HPV-6 and HPV-11 proteins. These targeted T cells seek out and kill HPV-6 and HPV-11 infected cells, with the aim of potentially preventing or slowing the growth of new papillomas and reducing the need for surgery. We believe it has the potential to become the preferred treatment of both patients and their healthcare providers based on clinical results and tolerability data to date, and the simplicity of its patient-centric treatment regimen.
Current report
In August 2025, PAPZIMEOS, a gorilla adenoviral vector-based immunotherapy, was approved for the treatment of adults with RRP. PAPZIMEOS is administered as adjuvant treatment following surgical debulking. Unlike INO-3107, PAPZIMEOS requires additional surgery prior to the third and fourth doses if visible papilloma are present to maintain minimal residual disease as part of the treatment regimen.
Current report
In December 2025, the FDA accepted INOVIO’s BLA for INO-3107 for review under the accelerated approval program as a potential treatment for adults with RRP. As part of the submission, INOVIO requested a priority review, which is typically 6 months, but the FDA granted a standard 10-month review with a Prescription Drug User Fee Act (PDUFA) target date set for October 30, 2026. In the file acceptance letter the FDA noted as a potential review issue its preliminary conclusion that the company had not provided adequate information to justify eligibility for the accelerated approval pathway. In January 2026, INOVIO requested a meeting with the FDA to discuss maintaining eligibility for review under the accelerated approval program. The FDA has agreed to meet and requested that INOVIO complete an assessment aid. We submitted the assessment aid in February 2026 and are waiting to receive a meeting date. INOVIO continues to believe that INO-3107 fulfills the criteria for accelerated approval, meeting a significant unmet need and providing a meaningful therapeutic benefit over existing treatments, however the FDA may not agree with INOVIO’s position and may decide INO-3107 is not eligible for review under the accelerated approval program.
Current report
In 2025 we presented key data regarding the development of INO-3107 at several scientific conferences. Highlights from the data include:
Current report
•81% (26/32) of patients experienced a reduction of one or more surgeries at Year 1 post-treatment
Current report
•By the end of Year 2, 91% (21/23) of evaluable patients continued to experience a reduction of one or more surgeries. Only two patients had not yet responded to treatment with INO-3107
Current report
•50% (14/28) required no surgery during Year 2 (complete response, CR), an increase from 28% (9/32) in Year 1 post-treatment
Current report
•INO-3107 demonstrated continued clinical benefit, with a persistent decline in the mean number of surgeries through Year 2 post-therapy: A 78% reduction in mean annual surgeries was seen at Year 2 compared to the 1 year pre-treatment period (0.9, n=28 vs 4.1, n=32)
Current report
•Clinical response was not dependent upon HPV viral loads, molecular subtype or other elements of the papilloma microenvironment
Current report
We are also developing mid-stage candidate INO-5401 in combination with INO-9012 as a potentially powerful cancer immunotherapy in combination with checkpoint inhibitors. INO-5401 plus INO-9012 has been previously investigated as a potential therapeutic treatment targeting a number of cancers, including glioblastoma (GBM), one of the most complex, deadly, and treatment-resistant cancers, and cancers exhibiting BRCA1 and BRCA2 mutations. INO-5401 encodes for INOVIO’s SynCon® antigens for hTERT, WT1, and PSMA, which are antigens The National Cancer Institute has highlighted as important targets and designated as high priorities for cancer immunotherapy development. These three antigens have been reported to be over-expressed and often mutated in a variety of human cancers, including GBM. INO-9012 encodes for IL-12, which is a T cell immune activator.
Current report
All revenue was derived under the collaborative arrangement with ApolloBio for the years ended December 31, 2025 and 2024.
Current report
•$13.2 million in lower drug manufacturing, clinical study and other expenses related to INO-3107;
Current report
•$3.3 million in lower contract labor;
Current report
•$2.8 million of lower expensed inventory;
Current report
•$1.9 million in lower employee and consultant compensation, including stock-based compensation;
Current report
•$1.1 million in lower outside services related to the collaborative research agreements with Wistar; offset by
Current report
•$686,000 in lower rent and facilities related expenses;
Current report
•$642,000 in lower contract labor; and
Current report
•$514,000 in lower employee severance expenses.
Current report
Offering of Common Stock
Current report
On November 12, 2025, we closed an underwritten public offering, or the November 2025 Offering, relating to the issuance and sale of 15,131,700 shares of our common stock at an offering price of $1.90 per share. The net proceeds from the November 2025 Offering were $26.6 million, after deducting the underwriting discounts and commissions and offering expenses paid by us.
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 July 2025 Warrants, at a combined public offering price of $1.75 per share of common stock and accompanying July 2025 Warrants. The net proceeds from the July 2025 Offering were $22.4 million, after deducting the underwriting discounts and commissions and offering expenses paid by us. The Series A Warrants may be exercised at any time, in whole or in part, and were originally to expire on January 28, 2026, which is 30 days after the date on which the Company first publicly disclosed the U.S. Food and Drug Administration’s acceptance of its Biologic License Application for INO-3107. On January 27, 2026, the Company amended each of its outstanding Series A warrants to extend the expiration date to March 31, 2026. The Series B Warrants may be exercised at any time, in whole or in part, and will expire on July 7, 2030.
Removed paragraphs (20)
Previous report
We are also developing INO-5401, an immunotherapy consisting of three DNA plasmids encoding for three tumor associated antigens, for the treatment of glioblastoma multiforme, or GBM, an aggressive type of brain cancer that accounts for more than 50% of all primary malignant brain tumors. GBM is one of the most complex, deadly, and treatment-resistant cancers.
Previous report
Revenue was primarily derived under collaborative arrangements and other contracts, including arrangements with affiliated entity, for the years ended December 31, 2024 and 2023. We derived 100% and 29%, respectively, of our revenue from a single collaborator, ApolloBio, in those years.
Previous report
(b) Includes impairment of intangible assets of $2.0 million recorded in 2023.
Previous report
•$12.3 million in lower employee compensation, including stock-based compensation, due to lower headcount following our corporate restructuring undertaken in 2023;
Previous report
•$8.1 million in lower drug manufacturing expenses for other programs;
Previous report
•$7.5 million in lower drug manufacturing and clinical study expenses related to INO-4800 after we discontinued this program in 2022;
Previous report
•$3.4 million in lower drug manufacturing and engineering services related to other COVID-19 studies that we ceased after we discontinued development of INO-4800;
Previous report
•$2.0 million related to the impairment charge on intangible assets in 2023 which did not recur;
Previous report
•$1.9 million in lower immunology and clinical study expenses related to INO-3107;
Previous report
•$1.3 million in lower clinical study expenses related to VGX-3100 as we discontinued development of this product candidate in the third quarter of 2023; and
Previous report
•$1.3 million in lower clinical study and subcontractor expenses related to our CEPI LASSA and MERS grants.
Previous report
These decreases were offset by:
Previous report
•$10.6 million in higher drug manufacturing related to INO-3107;
Previous report
•$6.8 million in higher engineering professional and outside services related to our device development;
Previous report
•$4.6 million of higher expensed inventory.
Previous report
•$4.7 million in lower legal expenses related to litigation matters settled in 2023 that did not recur in 2024.
Previous report
Impairment of Goodwill
Previous report
In September 2023, we concluded that our goodwill was impaired due to a sustained decline in our stock price and related market capitalization, and a general decline in equity values in the biotechnology industry. Based on this analysis, we recognized a non-cash, pre-tax goodwill impairment charge of $10.5 million during the three months ended September 30, 2023. For more information, see Note 8 –Goodwill and Intangible Assetsto the consolidated financial statements included in this report.
Previous report
On November 9, 2021, we entered into an ATM Equity Offering Sales Agreement, or the 2021 Sales Agreement, with outside sales agents, under which we were able to offer and sell shares of our common stock with aggregate gross proceeds of up to $300.0 million.
Previous report
During the three months ended March 31, 2023, we issued 760,083 shares of common stock pursuant to a securities class action settlement, as described in Note 11 to our consolidated financial statements included in this report.
Reworded paragraphs (35)
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 (FDA) that the data from our completed trial of INO-3107 could be used to support the submission of a Biologic License Application, or BLA, for review under the FDA’s accelerated approval program. Utilizing our breakthrough therapy designation, we requested rolling submission of our BLA in July 2025 and reported in November 2025 that we had completed the BLA submission.
Previous wording
We have entered into a clinical collaboration and supply agreement with Coherus BioSciences, Inc. to evaluate the combination of INO-3112 and LOQTORZI (toripalimab-tpzi) in a clinical trial for patients with locoregionally advanced, high-risk, HPV16/18 positive OPSCC. Under the terms of the supply agreement, Coherus will provide LOQTORZI for a planned Phase 3 clinical trial. We have also gained alignment with FDA on the design of the planned Phase 3 trial in the United States and received initial feedback from European regulatory authorities on the proposed design of the trial in Europe.
Current wording
Other products in our development pipeline include INO-3112, a DNA immunotherapy candidate targeting HPV-16/-18 combined with a DNA plasmid encoding for human IL-12 as an immune activator, for the treatment of oropharyngeal squamous cell carcinoma, or OPSCC, a type of head and neck cancer commonly known as throat cancer. We entered into a clinical collaboration and supply agreement with Coherus BioSciences, Inc. to evaluate the combination of INO-3112 and LOQTORZI (toripalimab-tpzi) in a clinical trial for patients with locoregionally advanced, high-risk, HPV-16/-18 positive OPSCC. Under the terms of the supply agreement, Coherus will provide LOQTORZI for a planned Phase 3 clinical trial. We have also gained alignment with FDA on the design of the planned Phase 3 trial in the United States and received initial feedback from European regulatory authorities on the proposed design of the trial in Europe.
Previous wording
In addition to our development efforts with the product candidates described above, we are actively developing or planning to develop DNA medicines for other indications, including HPV-related anal dysplasia; cancers in people with certain gene mutations; and a potential vaccine booster to protect against the Ebola virus. We were previously conducting clinical trials of a DNA medicine candidate for the treatment of HPV-related cervical high-grade squamous intraepithelial lesions, or HSIL, but announced in 2023 that we were ceasing development for this indication in the United States. However, our collaborator ApolloBio Corporation continues to conduct a Phase 3 clinical trial of this candidate in China and plans to seek regulatory approval for and potentially commercialize the candidate in that jurisdiction.
Current wording
Other pipeline candidates include those targeting HPV-related anal dysplasia; cancers in people with certain gene mutations; and a potential vaccine booster to protect against the Ebola virus. We are also working to identify partnership opportunities for our DNA-Encoded Protein (DPROT) and DNA-Encoded Monoclonal Antibody (DMAb) preclinical stage candidates and technology. We were previously conducting clinical trials of a DNA immunotherapy candidate for the treatment of HPV-related cervical high-grade squamous intraepithelial lesions, or HSIL, but announced in 2023 that we were ceasing development for this indication in the United States. However, our collaborator ApolloBio Corporation continues to conduct a Phase 3 clinical trial of this candidate in China and plans to seek regulatory approval for and potentially commercialize the candidate in that jurisdiction.
Previous wording
Our partners and collaborators include Advaccine Biopharmaceuticals Suzhou Co, ApolloBio Corporation, AstraZeneca, Coherus Biosciences, Defense Advanced Research Projects Agency (DARPA), HIV Vaccines Trial Network, International Vaccine Institute (IVI), Kaneka Eurogentec, National Cancer Institute (NCI), National Institutes of Health (NIH), National Institute of Allergy and Infectious Diseases (NIAID), Plumbline Life Sciences, Regeneron Pharmaceuticals, Richter BioLogics, the University of Pennsylvania, the Walter Reed Army Institute of Research, and The Wistar Institute.
Current wording
Our partners and collaborators during 2025 included ApolloBio Corporation, AstraZeneca, Coherus Biosciences, Defense Advanced Research Projects Agency (DARPA), HIV Vaccines Trial Network, Kaneka Eurogentec, National Institutes of Health (NIH), National Institute of Allergy and Infectious Diseases (NIAID), Plumbline Life Sciences, Regeneron Pharmaceuticals, Richter BioLogics, the University of Pennsylvania and The Wistar Institute.
Previous wording
All of our DNA medicine candidates are in the research and development phase. We have not generated any revenues from the sale of any products, and we do not expect to generate any material revenues unless and until we obtain marketing approval for and successfully commercialize INO-3107 and our other product candidates. We earn revenue from license fees and milestone revenue and collaborative research and development agreements and contracts. Our DNA medicine candidates will require significant additional research and development efforts, including extensive preclinical and clinical testing. All DNA medicine candidates that we advance to clinical testing will require regulatory approval prior to commercial use, and will require significant costs for commercialization. We may not be successful in our research and development efforts, and we may never generate sufficient product revenue to be profitable.
Current wording
All of our DNA medicine candidates are in the research and development phase. We have not generated any revenues from the sale of any products, and we do not expect to generate any material revenues unless and until we obtain marketing approval for and successfully commercialize INO-3107 and our other product candidates. We earn revenue from license fees and milestone revenue and collaborative research and development agreements and contracts. Our DNA medicine candidates will require significant additional research and development efforts, including extensive preclinical and clinical testing. All DNA medicine candidates that we advance to clinical testing will require regulatory approval prior to commercial use, and will require significant funding for commercialization. We may not be successful in our research and development efforts, and we may never generate sufficient product revenue to be profitable.
Previous wording
As of December 31, 2024, 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 December 31, 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
(a) Net of contributions received from grant agreements and recorded as contra-research and development expense.
Current wording
(a) Includes DMAb, DPROT and other research and development programs, net of contributions received from grant agreements and recorded as contra-research and development expense.
Previous wording
The $11.1 million overall decrease in research and development expenses year over year was primarily the result of:
Current wording
The $21.4 million overall decrease in research and development expenses year over year was primarily the result of:
Previous wording
•$4.7 million of lower contra-research and development expense recorded from grant agreements; and
Current wording
•$1.2 million of lower contra-research and development expense recorded from grant agreements.
Previous wording
Contributions received from current grant agreements and recorded as contra-research and development expense were $2.1 million and $6.8 million for the years ended December 31, 2024 and 2023, respectively. The decrease was primarily due to decreases of $3.6 million and $553,000, respectively, in reimbursements from Advaccine and expenses earned under the sub-grants through Wistar.
Current wording
Contributions received from current grant agreements and recorded as contra-research and development expense were $913,000 and $2.1 million for the years ended December 31, 2025 and 2024, respectively. The decrease was primarily due to funding received from the close-out of the CEPI grants in 2024; offset by the increase in expenses earned under the sub-grants through Wistar.
Previous wording
General and administrative expenses, which include business development expenses and patent expenses, were $37.0 million for the year ended December 31, 2024 as compared to $47.6 million in 2023. The $10.6 million overall decrease was primarily the result of:
Current wording
General and administrative expenses, which include business development expenses and patent expenses, were $32.7 million for the year ended December 31, 2025 as compared to $37.0 million in 2024. The $4.3 million overall decrease included:
Previous wording
•$5.4 million in lower employee compensation, including employee and consultant stock-based compensation, as a result of lower headcount and lower weighted average grant date fair value for the awards granted during 2024; and
Current wording
•$2.3 million in lower employee and consultant compensation, including stock-based compensation, primarily as a result of a lower weighted average grant date fair value of the equity awards expensed during the year;
Previous wording
Employee stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as expense over the employee’s requisite service period. Total employee stock-based compensation cost for the years ended December 31, 2024 and 2023 was $6.4 million and $10.4 million, of which $2.8 million and $4.5 million was included in research and development expenses and $3.6 million and $5.9 million was included in general and administrative expenses, respectively.
Current wording
Employee stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as expense over the employee’s requisite service period. Total employee stock-based compensation cost for the years ended December 31, 2025 and 2024 was $3.7 million and $6.4 million, of which $1.5 million and $2.8 million was included in research and development expenses and $2.2 million and $3.6 million was included in general and administrative expenses, respectively.
Previous wording
The $3.4 million decrease in interest income for the year ended December 31, 2024 as compared to 2023 was primarily due to a lower short-term investment balance.
Current wording
The $2.3 million decrease in interest income for the year ended December 31, 2025 as compared to 2024 was primarily due to a lower short-term investment balance.
Previous wording
The $1.0 million decrease in interest expense for the year ended December 31, 2024 as compared to 2023 was primarily due to our senior convertible promissory notes that were repaid in full on March 1, 2024.
Current wording
The $178,000 decrease in interest expense for the year ended December 31, 2025 as compared to 2024 was primarily due 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
Current wording
Change in Fair Value of Common Stock Warrant Liabilities
Previous wording
We recognized a gain of $2.8 million from a decrease in the fair value of our common stock warrant liability for the year ended December 31, 2024. This change was 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 between the issuance date and December 31, 2024. We will continue to estimate 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
The change in fair value of our common stock warrant liabilities of $493,000 and $2.8 million for the years ended December 31, 2025 and 2024, respectively, is related to the revaluation of the liability associated with the December 2024 Warrants and July 2025 Warrants, as defined below. We record the fair value of these December 2024 Warrants and July 2025 Warrants at each balance sheet date and will record gain or loss on the consolidated statement of operations for changes in fair value between balance sheet dates.
Previous wording
(Loss) Gain on Investment in Affiliated Entity
Current wording
Gain (Loss) on Investment in Affiliated Entity
Previous wording
The (loss) gain on investment in affiliated entity resulted from the change in the fair market value of our investment in PLS of $(1.2) million and $773,000 for the years ended December 31, 2024 and 2023, 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 consolidated statements of operations.
Current wording
The gain (loss) on investment in affiliated entity resulted from the change in the fair market value of our investment in PLS of $490,000 and $(1.2) million for the years ended December 31, 2025 and 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 consolidated statement of operations.
Previous wording
The net unrealized gain on available-for-sale equity securities for the years ended December 31, 2024 and 2023 was $2.1 million and $5.9 million, respectively, which resulted from a change in the fair market value of the investments.
Current wording
The net unrealized gain on available-for-sale equity securities for the years ended December 31, 2025 and 2024 was $1.1 million and $2.1 million, respectively, which resulted from a change in the fair market value of the investments.
Previous wording
Other expense, net, of $3.2 million for the year ended December 31, 2024 was primarily due to a realized loss on our short-term investments sold during the year, as well as the financing costs we incurred in connection with the issuance of the Warrants, as defined below, in December 2024. Other expense, net, of $4.7 million for the year ended December 31, 2023 was primarily the result of realized losses on short-term investments sold during the year.
Current wording
Other expense, net, of $2.6 million for the year ended December 31, 2025 was primarily due to financing costs incurred in connection with the issuance of the July 2025 Warrants, as well as the realized loss on short-term investments sold during the year. Other expense, net, of $3.2 million for the year ended December 31, 2024 was primarily due to the realized loss on our short-term investments sold during the year, as well as the financing costs incurred in connection with the issuance of the December 2024 Warrants.
Previous wording
Since inception, we have incurred operating losses and accordingly have not recorded a provision for U.S. income taxes for any of the periods presented. Utilization of net operating losses and tax credits are subject to a substantial annual limitation due to ownership change limitations provided by the Internal Revenue Code of 1986, as amended, or IRC. As of December 31, 2024, we had net operating loss carry forwards for U.S. federal, California and Pennsylvania income tax purposes of $1.1 billion, $259.9 million and $88.6 million, respectively, net of the net operating losses that will expire due to IRC Section 382 limitations. We also had U.S. federal and state research and development tax credits of $46.1 million and $7.9 million, respectively, net of the federal research and development credits that will expire due to IRC Section 383 limitations. The net operating losses and credits began to expire during 2025.
Current wording
Since inception, we have incurred operating losses and accordingly have not recorded a provision for U.S. income taxes for any of the periods presented. Utilization of net operating losses and tax credits are subject to a substantial annual limitation due to ownership change limitations provided by the Internal Revenue Code of 1986, as amended, or IRC. As of December 31, 2025, we had net operating loss carry forwards for U.S. federal, California and other state income tax purposes of $1.2 billion, $444.5 million and $86.0 million, respectively, net of the net operating losses that will expire due to IRC Section 382 limitations. We also had U.S. federal and state research and development tax credits of $48.8 million and $9.2 million, respectively, net of the federal research and development credits that will expire due to IRC Section 383 limitations. The net operating losses and credits began to expire during 2026.
Previous wording
Our primary uses of cash are to finance research and development activities, including clinical trial activities for the advancement of our DNA medicine candidates. We have satisfied our cash requirements principally from proceeds from the sale of equity and debt securities, indebtedness and grants and government contracts.
Current wording
Historically, our primary uses of cash have been to finance research and development activities, including clinical trial activities for the advancement of our DNA medicine candidates. Since inception, we have satisfied our cash requirements principally from proceeds from the sale of equity securities, indebtedness and grants and government contracts.
Previous wording
As of December 31, 2024, we had cash and short-term investments of $94.1 million and working capital of $62.5 million, as compared to $145.3 million and $110.5 million as of December 31, 2023, respectively.
Current wording
As of December 31, 2025, we had cash, cash equivalents and short-term investments of $58.5 million and working capital of $17.5 million, as compared to $94.1 million and $62.5 million as of December 31, 2024, respectively.
Previous wording
Net cash used in operating activities was $104.1 million and $124.4 million for the years ended December 31, 2024 and 2023, 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 $88.6 million and $104.1 million for the years ended December 31, 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 provided by investing activities was $104.1 million and $87.4 million for the years ended December 31, 2024 and 2023, 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 $14.0 million and $104.1 million for the years ended December 31, 2025 and 2024, respectively. The variance was primarily the result of timing differences in short-term investment purchases, sales and maturities.
Previous wording
Net cash provided by financing activities was $51.5 million and $5.0 million for the years ended December 31, 2024 and 2023, respectively. The variance was primarily due to the aggregate net proceeds of $60.8 million from the April 2024 Offering and December 2024 Offering (described below) and net proceeds of $6.1 million from the sale of common stock under at-the-market sales agreements, offset by the repayment of our convertible senior notes of $16.4 million in March 2024.
Current wording
Net cash provided by financing activities was $53.1 million and $51.5 million for the years ended December 31, 2025 and 2024, respectively. The variance was primarily due to the aggregate net proceeds of $49.0 million from the July 2025 Offering and November 2025 Offering (defined below), $1.3 million received from the exercise of warrants and $1.1 million received from the sale of common stock under the 2024 Sales Agreement (defined below) in 2025, compared to the aggregate net proceeds of $60.8 million from the April 2024 Offering and December 2024 Offering (described below) and net proceeds of $6.1 million from the sale of common stock under the 2024 Sales Agreement (defined below) and 2021 Sales Agreement in 2024, offset by the repayment of our convertible senior notes of $16.4 million in March 2024.
Previous wording
Offering of Common Stock and Warrants
Current wording
Offerings of Common Stock and Warrants
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 December 2024 Warrants, at an offering price of $3.00 per share and accompanying December 2024 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. Each December 2024 Warrant has an initial exercise price per share of $3.76, subject to certain adjustments. The December 2024 Warrants may be exercised at any time, in whole or in part, until expiration on December 16, 2029.
Previous wording
On April 18, 2024, we closed an underwritten registered direct offering, or the April 2024 Offering, relating to the issuance and sale of 2,536,258 shares of common stock at a price of $7.693 per share and pre-funded warrants to purchase up to 2,135,477 shares of common stock, or the Pre-Funded Warrants, at a price of $7.692 per Pre-Funded Warrant, which represents the per share price for the shares less the $0.001 per share exercise price for each Pre-Funded Warrant. The net proceeds from the April 2024 Offering were $33.2 million, after deducting the underwriting discounts and commissions and offering expenses paid by us.
Current wording
On April 18, 2024, we closed an underwritten registered direct offering, or the April 2024 Offering, relating to the issuance and sale of 2,536,258 shares of common stock at a price of $7.693 per share and pre-funded warrants to purchase up to 2,135,477 shares of common stock, or the Pre-Funded Warrants, at a price of $7.692 per Pre-Funded Warrant, which represents the per share price for the shares less the $0.001 per share exercise price for each Pre-Funded Warrant. The net proceeds from the April 2024 Offering were $33.2 million, after deducting the underwriting discounts and commissions and offering expenses paid by us. In July 2025, all of the 2,135,477 Pre-Funded Warrants were exercised in full with proceeds to us of $2,000.
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. During theyear ended December 31, 2023, we sold 875,305 shares of our common stock under the 2021 Sales Agreement at a weighted average price of $6.33 per share, resulting in aggregate net proceeds of $5.5 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 the year ended December 31, 2025, we sold 518,670 shares of common stock under the 2024 Sales Agreement. The sales were made at a weighted average price of $2.16 per share, resulting in aggregate net proceeds of $1.1 million. During the year ended December 31, 2024, we sold 133,900 shares of common stock under the 2024 Sales Agreement. The sales were made at a weighted average price of $7.02 per share, resulting in aggregate net proceeds of $925,000. As of December 31, 2025, there was $57.9 million of remaining capacity under the 2024 Sales Agreement.
Previous wording
During the year ended December 31, 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 $421,000. During the year ended December 31, 2023, no stock options were exercised and tax payments of $467,000 were made related to the net share settlement of RSU awards.
Current wording
During the year ended December 31, 2025, warrants to purchase 721,427 shares of common stock were exercised for aggregate net proceeds to us of $1.3 million, stock options to purchase 416 shares of common stock were exercised for aggregate net proceeds to us of $1,000, which proceeds were offset by tax payments of$111,000 made related to net share settlement of RSU awards. During the year ended December 31, 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 $421,000.
Previous wording
As of December 31, 2024, we had an accumulated deficit of $1.7 billion and we expect to continue to operate at a loss in 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 through the fourth quarter of 2025, without giving effect to any further capital raising activities that we may undertake.
Current wording
As of December 31, 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 have focused our resources on advancing INO-3107 toward potential U.S. approval and commercialization, including a potential launch in 2026, while extending our cash runway. As part of this effort, we prioritized programs, spending, and resource allocation, including eliminating roles that do not directly support this objective. We expect our cash runway to extend into the fourth 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 fourth quarter of 2025. The consolidated financial statements as of and for the year ended December 31, 2024 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 third quarter of 2026. The consolidated financial statements as of and for the year ended December 31, 2025 do not include any adjustments that might result from the outcome of this uncertainty.
Previous wording
(1) We have entered into operating leases for our facilities, which expire from 2027 to 2029, and operating leases for office equipment, which expire in 2025. We have four active subleases for portions of our Plymouth Meeting corporate headquarters facility with two sublease periods through December 31, 2026, one through December 31, 2027 and one through December 31, 2029. As of December 31, 2024, we expect to receive aggregate future minimum lease payments totaling $2.4 million (non-discounted) over the duration of the sublease agreements, which expected payments are not included in the table above.
Current wording
(1) We have entered into operating leases for our facilities, which expire from 2027 to 2029, and operating leases for office equipment, which expire in 2028. We have four active subleases for portions of our Plymouth Meeting corporate headquarters facility with two sublease periods through December 31, 2026, one through December 31, 2027 and one through December 31, 2029. As of December 31, 2025, we expect to receive aggregate future minimum lease payments totaling $1.7 million (non-discounted) over the duration of the sublease agreements, which expected payments are not included in the table above.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
We are developing INO-3112, a DNA medicine candidate targeting HPV 16/18 combined with a DNA plasmid encoding for human IL-12 as an immune activator, for the treatment of oropharyngeal squamous cell carcinoma, or OPSCC, a type of head and neck cancer commonly known as throat cancer.
Previous report — wording carried elsewhere
During the year ended December 31, 2024, we sold 133,900 shares of common stock under the 2024 Sales Agreement. The sales were made at a weighted average price of $7.02 per share, resulting in aggregate net proceeds of $925,000. As of December 31, 2024, there was $59.1 million of remaining capacity under the 2024 Sales Agreement.