INOVIO PHARMACEUTICALS, INC.
For the period ended Mar 31, 2026. Filed May 13, 2026.
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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.
Mar 31, 2026 · Filed May 13, 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-Q
Period ended 2025-09-30; filed 2025-11-10.
0001055726-25-000063
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-13.
0001055726-26-000018
Item 2. 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 93 previous paragraphs and 83 current paragraphs.
31 unchanged; 35 reworded; 16 added; 21 removed; 6 previous and 1 current paragraphs rearranged.
Tables are not compared: 2 previous and 1 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 (16)
Current report
In January 2026, a new position statement was published in The Laryngoscope (S. R.Best, A. D.Friedman, C. A.Rosen, et al.,“Recurrent Respiratory Papillomatosis Foundation Position Statement on the Management of Adults With RRP,” The Laryngoscope (2026): 1–11, https://doi.org/10.1002/lary.70379) outlining a contemporary, evidence-based approach to the management of adults with RRP and highlighting the benefits of HPV-specific immunotherapy to address the underlying disease that causes RRP. The paper was sponsored by the Recurrent Respiratory Papillomatosis Foundation (RRPF), a patient advocacy organization, and authored by 16 leading physicians in the field of RRP. The paper recommends HPV-specific immunotherapy as the preferred first-line treatment for adults with RRP, including PAPZIMEOS™, a competitor’s product that was approved by the U.S. Food and Drug Administration, or FDA, in August 2025, as well as INO-3107, should it be approved. PAPZIMEOS, a gorilla adenoviral vector-based immunotherapy, is administered as adjuvant treatment following surgical debulking. Unlike INO-3107, PAPZIMEOS requires additional surgery prior to its third and fourth doses if visible papilloma are present to maintain a state of minimal residual disease as part of its treatment regimen. Because of this difference and other advantages, we believe INO-3107 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, should it receive approval from the FDA.
Current report
In December 2025, the FDA accepted our BLA for INO-3107 for review under the accelerated approval program as a potential treatment for adults with RRP and set the Prescription Drug User Fee Act (PDUFA) target date for October 30, 2026. We are now focused on advancing INO-3107 through the regulatory process, which will involve continuing to interact with the FDA as they complete their review of our BLA. That includes addressing the preliminary potential review issue they noted in their file acceptance letter regarding eligibility for the accelerated approval program. In January 2026, we requested a meeting with the FDA to discuss maintaining eligibility for review under the accelerated approval program. The FDA agreed to meet and requested that INOVIO complete an assessment aid, which we submitted in February 2026. In April 2026 the FDA completed its mid-cycle review of the BLA, where no new significant issues were raised. As a part of the mid-cycle review communications, the FDA reiterated their intention to schedule the previously agreed to informal meeting to discuss their preliminary commentary on eligibility for review under the accelerated approval program. We are waiting to receive a meeting date. As previously disclosed, we are not currently planning to seek approval for our BLA for INO-3107 under the traditional pathway, which we anticipate could potentially require us to conduct a Phase 3 trial, the design of which would need to be agreed with the FDA and would be at a substantial cost. INOVIO continues to believe that INO-3107 fulfills the criteria for accelerated approval by 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
•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
While the majority of our resources are focused on INO-3107, we continue to advance other pipeline candidates through partnerships and other strategic relationships. Toward this goal, in early 2026 we announced a collaboration with Akeso Inc. to evaluate INO-5412 in combination with their novel PD-1/CTLA-4 checkpoint inhibitor as a potential treatment for glioblastoma, one of the most complex, deadly, and treatment-resistant cancers, in a Phase 2 adaptive platform trial sponsored by the Dana-Farber Cancer Institute. INO-5412 is an investigational DNA medicine that combines INO-5401 and INO-9012 into a single vial as a potentially powerful cancer immunotherapy particularly when given 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 GBM and cancers exhibiting BRCA1 and BRCA2 mutations. Data from an ongoing Phase 2 trial in newly diagnosed GBM patients, highlighted in a 2022 oral presentation at the American Society of Clinical Oncology (ASCO), demonstrated that INO-5401 plus INO-9012 in combination with a PD-1 checkpoint inhibitor elicited robust immune responses that potentially correlated with enhanced survival. (Reardon D. et al, ASCO 2022). 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
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 to advance our DNA-Encoded Protein (DPROT) and DNA-Encoded Monoclonal Antibody (DMAb) technology, which has shown great potential across multiple disease targets through the production of monoclonal antibodies or missing defective proteins within the body.
Current report
•$953,000 in lower employee and consultant compensation, including stock-based compensation;
Current report
•$334,000 in lower contract labor; and
Current report
•$245,000 in lower engineering and lab supplies.
Current report
These decreases were offset by:
Current report
•$910,000 in higher severance expense; and
Current report
•$431,000 in higher outside services related to INO-3107.
Current report
•$762,000 in lower property taxes due to disputed payment made in the prior year which was subsequently refunded in the fourth quarter 2025; and
Current report
(Loss) gain on investment in affiliated entity. The (loss) gain reflects the change in the fair value of our investment in Plumbline Life Sciences, Inc. (PLS), which was of $(2.1) million and $695,000 for the three months ended March 31, 2026 and 2025, respectively. As of December 31, 2025, we measured our investment in PLS based on the quoted market price of its common stock on the Korea New Exchange Market. During the three months ended March 31, 2026, trading of PLS’s common stock was suspended, and we determined that the market for the security was not active. Accordingly, we reclassified the investment from Level 1 to Level 3 within the fair value hierarchy and estimated fair value using unobservable inputs. Based on our evaluation of PLS’s financial condition and the absence of observable market transactions, we determined that the fair value of our investment in PLS was $0 as of March 31, 2026.
Current report
The 2025 Series A Warrants were exercisable 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 2025 Series A Warrants to extend the expiration date from January 28, 2026 to March 31, 2026. All outstanding 2025 Series A Warrants expired unexercised on March 31, 2026 in accordance with their terms, and no 2025 Series A Warrants remain outstanding.
Current report
The 2025 Series B Warrants may be exercised at any time, in whole or in part, and will expire on July 7, 2030.
Current report
Offering of Common Stock
Removed paragraphs (21)
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
•$3.6 million in lower drug manufacturing, clinical study and other expenses related to INO-3107;
Previous report
•$726,000 in lower employee and consultant compensation, including stock-based compensation;
Previous report
•$535,000 in lower contract labor; offset by
Previous report
•$1.5 million of lower contra-research and development expense recorded from grant agreements.
Previous report
•$12.0 million in lower drug manufacturing, clinical study and other expenses related to INO-3107;
Previous report
•$2.4 million in lower contract labor;
Previous report
•$1.2 million in lower outside services related to the collaborative research agreements with Wistar; and
Previous report
•$1.1 million of lower contra-research and development expense recorded from grant agreements.
Previous report
•$741,000 in lower employee and consultant compensation, including stock-based compensation; and
Previous report
•$170,000 in lower rent and facilities related expenses; offset by
Previous report
•$376,000 in higher legal expenses.
Previous report
•$1.5 million in lower employee and consultant compensation, including stock-based compensation;
Previous report
•$535,000 in lower contract labor;
Previous report
•$518,000 in lower employee severance expenses;
Previous report
•$530,000 in lower rent and facilities related expenses; and
Previous report
•$401,000 in lower legal expenses due to a decrease in litigation activity.
Previous report
Interest expense. Interest expense for both the three and nine months ended September 30, 2025 was $0, as compared to $0 and $178,000 for the three and nine months ended September 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 report
(Loss) gain on investment in affiliated entity. The (loss) gain resulted from the change in the fair market value of our investment in Plumbline Life Sciences, Inc. (PLS) of $(590,000) and $882,000 for the three and nine months ended September 30, 2025, respectively, as compared to $324,000 and $(136,000) for the three and nine months ended September 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 report
Offering of Common Stock and Pre-Funded Warrants
Previous report
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.
Reworded paragraphs (35)
Previous wording
We are a clinical-stage biotechnology company focused on developing and commercializing DNA medicines to help treat and protect people from HPV-associated diseases, cancer and infectious diseases. Our platform harnesses the power of in vivo protein production, featuring optimized design and delivery of DNA medicines that teach the body to manufacture its own disease-fighting tools.
Current wording
We are a biotechnology company focused on developing and commercializing DNA medicines to help treat and protect people from HPV-related diseases, cancer and infectious diseases. Our platform harnesses the power of in vivo protein production, featuring optimized design and delivery of DNA medicines that teach the body to manufacture its own disease-fighting tools.
Previous wording
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
CELLECTRA® devices are designed to deliver the DNA medicines into the body’s cells for optimal effect, without the use of chemical adjuvants, lipid nanoparticles or viral vectors.
Previous wording
Our lead candidate is INO-3107 for the treatment of recurrent respiratory papillomatosis, or RRP, a chronic, rare and debilitating disease characterized by the growth of small tumors, or papillomas, in the respiratory tract primarily caused by HPV-6 and/or HPV-11 genotypes. Although mostly benign, these papillomas can cause severe, sometimes life-threatening airway obstruction and respiratory complications. The standard of care for RRP is repeated invasive surgery.
Current wording
Our lead candidate is INO-3107, an investigational DNA medicine developed for the treatment of recurrent respiratory papillomatosis, or RRP, a chronic, rare and debilitating disease characterized by the growth of small tumors, or papillomas, in the respiratory tract primarily caused by HPV-6 and/or HPV-11 genotypes. Although mostly benign, these papillomas can extend into the lungs, carrying a higher risk of respiratory complications and malignant transformation. The current standard of care for RRP is repeated invasive surgery, which comes with its own significant risks and costs to patients. INO-3107 is 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.
Previous wording
In 2023, we received feedback from the U.S. Food and Drug Administration, or 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. 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 completed Design Verification (DV) testing in August 2025. 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, with the goal of receiving file acceptance by the FDA by the end of 2025. We have requested a priority review from the FDA, which, if granted, is expected to be completed within six months following the 60-day filing period.
Current wording
In 2023, we received feedback from the 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
During 2025, we have presented key data regarding INO-3107 at several scientific conferences. Highlights from the data include:
Current wording
In 2025 we presented key data regarding the development of INO-3107 at several scientific conferences. Highlights from the data include:
Previous wording
•Clinical response was not dependent upon low viral loads, molecular subtype or other elements of the papilloma microenvironment
Current wording
•Clinical response was not dependent upon HPV viral loads, molecular subtype or other elements of the papilloma microenvironment
Previous wording
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. 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 are also working to identify partnership opportunities for our DPROT/DMAb research. 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
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 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.
Current wording
Our partners and collaborators include Akeso, ApolloBio Corporation, AstraZeneca, Coherus Biosciences, Dana-Farber Cancer Institute, 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
Revenue. Total revenue was $0 and $65,000 for the three and nine months ended September 30, 2025, respectively, as compared to $0 and $101,000 for the three and nine months ended September 30, 2024, all of which was derived under the collaborative arrangement with ApolloBio.
Current wording
Revenue. Total revenue was $0 and $65,000 for the three months ended March 31, 2026 and 2025, respectively, 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 and nine months ended September 30, 2025 and 2024:
Current wording
The following table summarizes our research and development expense by product candidate for the three months ended March 31, 2026 and 2025:
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
•$548,000 in lower engineering professional and outside services related to our device development; and
Current wording
•$571,000 in lower engineering professional and outside services related to our device development;
Previous wording
•$1.0 million of lower expensed inventory;
Current wording
•$544,000 of lower expensed inventory;
Previous wording
Contributions received from current grant agreements and recorded as contra-research and development expense were $256,000 and $856,000 for the three and nine months ended September 30, 2025, respectively, as compared to $1.8 million and $1.9 million for the three and nine months ended September 30, 2024, respectively. The decrease for the three and nine-month periods year over year 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, among other variances.
Current wording
Contributions received from current grant agreements and recorded as contra-research and development expense were $51,000 and $286,000 for the three months ended March 31, 2026 and 2025, respectively. The decrease was primarily due to a decrease in expenses earned under the sub-grants through Wistar.
Previous wording
General and administrative expenses. General and administrative expenses, which include commercial, business development expenses and patent expenses, were $7.9 million and $25.5 million for the three and nine months ended September 30, 2025, respectively, as compared to $8.6 million and $29.4 million for the three and nine months ended September 30, 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, business development expenses and patent expenses, were $7.9 million and $9.0 million for the three months ended March 31, 2026 and 2025, respectively. Decreases for the three-month period year over year included:
Previous wording
•$1.1 million in lower employee and consultant stock-based compensation; offset by
Current wording
•$424,000 in lower employee and consultant stock-based compensation.
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 recognized in the condensed consolidated statements of operations for the three and nine months ended September 30, 2025 was $742,000 and $2.9 million, respectively, of which $300,000 and $1,200,000, respectively, was included in research and development expenses, and $442,000 and $1.7 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 nine months ended September 30, 2024 was $1.2 million and $5.1 million, respectively, of which $581,000 and $2.2 million, respectively, was included in research and development expenses, and $619,000 and $2.9 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.
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 months ended March 31, 2026 and 2025 was $687,000 and $1.4 million, respectively, of which $275,000 and $547,000, respectively, was included in research and development expenses, and $412,000 and $821,000, respectively, was included in general and administrative expenses. The decrease was primarily due to a lower weighted average grant date fair value of equity awards, affecting both current and prior period awards.
Previous wording
Interest income. Interest income for the three and nine months ended September 30, 2025 was $552,000 and $2.0 million, respectively, as compared to $1.1 million and $3.9 million for the three and nine months ended September 30, 2024, respectively. The decrease for the three and nine-month periods year over year was primarily due to a lower short-term investment balance.
Current wording
Interest income. Interest income for the three months ended March 31, 2026 and 2025 was $440,000 and $808,000, respectively. The decrease for the three-month period year over year was primarily due to a lower short-term investment balance.
Previous wording
Change in Fair Value of Common Stock Warrant Liabilities. The change in fair value of our common stock warrant liabilities of $(22.5) million and $(20.7) million for the three and nine months ended September 30, 2025, respectively, is related to the revaluation of the liability associated with the 2024 and 2025 Warrants, as defined below, which we issued in December 2024 and July 2025, respectively. We record the fair value of these 2024 and 2025 Warrants at each balance sheet date and will record gain or loss on the statement of operations for changes in fair value between balance sheet dates.
Current wording
Change in Fair Value of Common Stock Warrant Liabilities. The change in fair value of our common stock warrant liabilities of $4.1 million and $3.7 million for the three months ended March 31, 2026 and 2025, 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. During the three months ended March 31, 2026, the July 2025 Series A Warrants expired unexercised, and the remaining warrant liability was recognized as a gain in the condensed consolidated statement of operations, with no subsequent fair value remeasurement.
Previous wording
Net unrealized gain on available-for-sale equity securities. The net unrealized gain on available-for-sale equity securities for the three and nine months ended September 30, 2025 of $205,000 and $1.1 million, respectively, as compared to $1.3 million and $1.8 million for the three and nine months ended September 30, 2024, respectively, resulted from a change in the fair market value of the investments.
Current 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, 2026 and 2025 of $79,000 and $140,000, respectively, resulted from a change in the fair market value of the investments.
Previous wording
Other expense, net. Other expense, net, for the three and nine months ended September 30, 2025 of $1.9 million and $2.6 million, respectively, as compared to $580,000 and $1.3 million for the three and nine months ended September 30, 2024, respectively, related primarily to financing costs incurred in connection with the issuance of the Common Stock Warrants in July 2025, as well as the realized loss on short-term investments sold during the periods.
Current wording
Other expense, net. Other expense, net, for the three months ended March 31, 2026 and 2025 of $285,000 and $500, respectively, related primarily to the realized loss on short-term investments sold during the respective periods.
Previous wording
As of September 30, 2025, we had cash, cash equivalents and short-term investments of $50.8 million and working capital of $(14.6) million, as compared to $94.1 million and $62.5 million, respectively, as of December 31, 2024.
Current wording
As of March 31, 2026, we had cash, cash equivalents and short-term investments of $37.7 million and working capital of $1.5 million, as compared to $58.5 million and $17.5 million, respectively, as of December 31, 2025.
Previous wording
Net cash used in operating activities was $69.3 million and $84.4 million for the nine months ended September 30, 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 $21.6 million and $26.9 million for the three months ended March 31, 2026 and 2025, 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 $14.1 million and $69.4 million for the nine months ended September 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.
Current wording
Net cash provided by (used in) investing activities was $2.6 million and $(52,000) for the three months ended March 31, 2026 and 2025, 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 $25.9 million and $22.3 million for the nine months ended September 30, 2025 and 2024, respectively. The variance was primarily due to net proceeds from the July 2025 Offering (defined below) of $22.4 million and $1.1 million received from the sale of common stock under the Sales Agreements (defined below) during the nine months ended September 30, 2025, compared to net proceeds from the April 2024 Offering (defined below) of $33.2 million and net proceeds of $5.9 million from the sale of common stock under the Sales Agreements (defined below) during the nine months ended September 30, 2024, 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 $1.0 million and $1.0 million for the three months ended March 31, 2026 and 2025, respectively, both of which were primarily related to net proceeds received from the sale of common stock under the Sales Agreements (defined below) during the respective periods.
Previous wording
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 $22.4 million, after deducting the underwriting discounts and commissions and offering expenses paid and payable by us.
Current wording
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 2025 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 2025 Series A Warrants, and 2025 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 2025 Series B Warrants, and, together with the 2025 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.
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 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.
Current wording
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.
Previous wording
During the nine months ended September 30, 2025, we sold 518,670 shares of common stock under the 2024
Current wording
During the three months ended March 31, 2026, we sold 667,074 shares of common stock under the 2024 Sales Agreement. The sales were made at a weighted average price of $1.65 per share, resulting in aggregate net proceeds of $1.1 million. During the three months ended March 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. As of March 31, 2026, there was $56.8 million of remaining capacity under the 2024 Sales Agreement. On April 1, 2026 the Company notified the Sales Agent that it was suspending and terminating the prospectus, dated August 13, 2024 (the “ATM Prospectus”), related to the Sales Agreement. The Company will not make any sales of its Common Stock pursuant to the Sales Agreement unless and until a new prospectus is filed. The Sales Agreement remains in full force and effect.
Previous wording
During the nine months ended September 30, 2025, warrants to purchase 428,571 shares of common stock were exercised for aggregate net proceeds to us of $750,000, nostock options were exercised and tax payments of$111,000 were made related to net share settlement of RSU awards. During the nine months ended September 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 $421,000.
Current wording
During the three months ended March 31, 2026 and 2025, no warrants orstock options were exercised and tax payments of$130,000 and $74,000, respectively, were made related to net share settlement of RSU awards.
Previous wording
As of September 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 to extend into the second quarter of 2026, without giving effect to any further capital raising activities that we may undertake.
Current wording
As of March 31, 2026, 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, 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 first quarter of 2027, 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 second quarter of 2026. The condensed consolidated financial statements as of and for the three and nine months ended September 30, 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 late fourth quarter of 2026. The condensed consolidated financial statements as of and for the three months ended March 31, 2026 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 September 30, 2025, we had approximately $355,000 in minimum 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, including for INO-3107. At March 31, 2026, we had approximately $2.1 million in minimum 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 nine months ended September 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.
Current wording
During the three months ended March 31, 2026, 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 2025 Annual Report.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
On April 6, 2026, we closed an underwritten public offering (the “April 2026 Offering”) relating to the issuance and sale by the Company of 12,500,000 shares of our common stock, par value $0.001 per share, and accompanying Series A warrants to purchase up to 12,500,000 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 (the “Pre-Funded Warrants”) in lieu thereof) at an exercise price of $1.40 per share of common stock (or $1.399 per Pre-Funded Warrant) (the “2026 Series A Warrants”) and Series B warrants to purchase up to 12,500,000 shares of our common stock (or Pre-Funded Warrants in lieu thereof) at an exercise price of $1.40 per share of common stock (or $1.399 per Pre-Funded Warrant) (the “2026 Series B Warrants” and, together with the Series A Warrants, the “2026 Warrants”), at a combined public offering price of $1.40 per share of common stock and accompanying 2026 Warrants. The net proceeds to us from the April 2026 Offering were $16.0 million, after deducting the underwriting discounts and commissions and offering expenses paid by us.
Rearranged previous paragraphs (6)
Previous report — wording carried elsewhere
The decrease in research and development expenses for the nine-month period year over year was primarily the result of:
Previous report — wording carried elsewhere
•$2.0 million of lower expensed inventory;
Previous report — wording carried elsewhere
Decreases for the nine-month period year over year included:
Previous report — wording carried elsewhere
On July 7, 2025, we closed an underwritten public offering, or the July 2025 Offering, relating to the issuance and sale of
Previous report — wording carried elsewhere
Sales Agreement. The sales were made at a weighted average price of $2.16 per share, resulting in aggregate net proceeds of
Previous report — wording carried elsewhere
$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 September 30, 2025, there was $57.9 million of remaining capacity under the 2024 Sales Agreement.