INOVIO PHARMACEUTICALS, INC.
For the period ended Jun 30, 2026. Filed Aug 12, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 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-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 OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-12.
0001055726-26-000023
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 83 previous paragraphs and 101 current paragraphs.
46 unchanged; 34 reworded; 15 added; 3 removed; 0 previous and 6 current paragraphs rearranged.
Tables are not compared: 1 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (15)
Current report
In anticipation of a potential approval in 2026, we are preparing for commercial launch activities. Recently, we engaged Syneos Health to recruit and deploy Medical Science Liaisons (MSLs), and Syneos Health is also serving as our contract sales organization to support commercialization in the U.S. We have also engaged or identified key commercial partners, including a third-party logistics provider, Agency of Record, specialty distributor, specialty pharmacy, and patient HUB.
Current report
•72% (23/32) of patients in Year 1 saw a 50-100% reduction in surgeries
Current report
•$1.5 million in lower employee and consultant compensation, including stock-based compensation;
Current report
•$556,000 of lower expensed inventory.
Current report
•$2.5 million in lower employee and consultant compensation, including stock-based compensation;
Current report
•$1.1 millionof lower expensed inventory;
Current report
•$902,000 in lower legal expenses due to a decrease in litigation activity; and
Current report
•$386,000 in lower employee and consultant compensation, including stock-based compensation; offset by
Current report
•$320,000 in higher outside services related to commercial development and the planned commercial launch.
Current report
•$1.2 millionin lower legal expenses due to a decrease in litigation activity;
Current report
•$752,000 in lower employee and consultant compensation, including stock-based compensation; and
Current report
•$308,000 in higher outside services related to commercial development and the planned commercial launch.
Current report
On July 31, 2026, we closed an underwritten public offering, or the July 2026 Offering, relating to the issuance and sale of 21,052,632 shares of our common stock, par value $0.001 per share, and accompanying warrants, or the July 2026 Warrants, to purchase 42,105,264 shares of its common stock (or pre-funded warrants in lieu thereof, or the Pre-Funded Warrants) at an exercise price of $1.10 per share of common stock (or 1.099 per Pre-Funded Warrant), at a combined public offering price of $0.95 per share of common stock and accompanying July 2026 Warrant.
Current report
We also granted the Underwriter an option for a period of 30 days to purchase up to 3,157,894 additional shares of common stock and/or warrants to purchase up to 6,315,788 additional shares of common stock (or pre-funded warrants in lieu thereof) at the public offering price, less the underwriting discounts and commissions. On July 29, 2026, the Underwriter exercised such option with respect to the warrants to purchase up to 6,315,788 additional shares of common stock (or pre-funded warrants in lieu thereof).
Current report
The net proceeds to us from the July 2026 Offering, including the exercise of the Underwriter’s option to purchase additional warrants, were $18.3 million, after deducting the underwriting discounts and commissions and offering expenses paid and payable by us, and assuming no exercise of the Underwriter’s option to purchase additional shares
Removed paragraphs (3)
Previous report
•$953,000 in lower employee and consultant compensation, including stock-based compensation;
Previous report
•$544,000 of lower expensed inventory;
Previous report
•$424,000 in lower employee and consultant stock-based compensation.
Reworded paragraphs (34)
Previous wording
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 wording
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 its third and fourth doses if visible papilloma are present to maintain a state of minimal residual disease as part of its treatment regimen. In a single-arm, open-label Phase 1/2 study of PAPZIMEOS in patients with RRP requiring three or more surgical procedures per year, 24-month complete response rate was only 43%. 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.
Previous wording
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 wording
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. By early August 2026, the FDA had completed its mid- and late-cycle review meetings for the BLA and all scheduled pre-licensure inspections. In July 2026, the FDA conducted the previously agreed to informal meeting, during which we presented the totality of data supporting INO-3107's safety and efficacy, its highly differentiated approach to treating RRP, and the rationale for accelerated approval eligibility. We also discussed the current standard of care and the ongoing need for additional therapeutic options. During the informal meeting, the FDA did not discuss its preliminary commentary in the file acceptance letter regarding accelerated approval eligibility. The FDA stated that feedback on the confirmatory trial design would be forthcoming. We continue 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 our position and may decide INO-3107 is not eligible for review under the accelerated approval program.
Previous wording
In 2025 we presented key data regarding the development of INO-3107 at several scientific conferences. Highlights from the data include:
Current wording
We have presented key data regarding the development of INO-3107 at several scientific conferences. Highlights from the data include:
Previous wording
•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 wording
•By the end of Year 2, 91% (21/23) of evaluable patients continued to experience a reduction of one or more surgeries. In Year 2, 86% (24/28) saw a 50-100% reduction in surgeries. Only two patients had not yet responded to treatment with INO-3107.
Previous 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 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 wording
Other pipeline candidates include those targeting HPV-related anal dysplasia; cancers associated 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, with a focus on developing additional DPROT indications in the rare disease space, including Fabry Disease and Hypophosphatasia (HPP). This technology has shown great potential across multiple disease targets through the production of monoclonal antibodies within the body.
Previous 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.
Current wording
We previously conducted 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, in May 2026, our collaborator ApolloBio Corporation announced positive topline results from their ongoing Phase 3 clinical trial of this candidate in China. ApolloBio continues to advance the program and plans to use these results to seek regulatory approval for the product candidate and if approved, potentially commercialize it in that jurisdiction.
Previous wording
There have been no significant changes to our critical accounting estimates since December 31, 2025. For a description of our critical accounting estimates and significant judgments used in the preparation of our condensed consolidated financial statements, refer to Note 3 to our Condensed Consolidated Financial Statements included in this Quarterly Report, as well as Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 Annual Report and Note 2 to our audited Consolidated Financial Statements contained in our 2025 Annual Report.
Current wording
There have been no significant changes to our critical accounting estimates since December 31, 2025. For a description of our critical accounting estimates and significant judgments used in the preparation of our condensed consolidated financial statements, refer to Note 3 to our Condensed Consolidated Financial Statements included in this Quarterly Report, as well as
Previous 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.
Current wording
Revenue. Total revenue was $0 for both the three and six months ended June 30, 2026, as compared to $0 and $65,000 for the three and six months ended June 30, 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 months ended March 31, 2026 and 2025:
Current wording
The following table summarizes our research and development expense by product candidate for the three and six months ended June 30, 2026 and 2025:
Previous wording
•$571,000 in lower engineering professional and outside services related to our device development;
Current wording
•$2.0 millionin lower engineering professional and outside services related to our device development;
Previous wording
•$334,000 in lower contract labor; and
Current wording
•$507,000 in lower contract labor; and
Previous wording
•$245,000 in lower engineering and lab supplies.
Current wording
•$275,000 in lower engineering and lab supplies.
Previous wording
•$910,000 in higher severance expense; and
Current wording
•$877,000 in higher severance expense; and
Previous wording
•$431,000 in higher outside services related to INO-3107.
Current wording
•$470,000 in higher outside services related to INO-3107.
Previous 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.
Current wording
Contributions received from current grant agreements and recorded as contra-research and development expense were $171,000 and $222,000 for the three and six months ended June 30, 2026, respectively, as compared to $315,000 and $601,000 for the three and six months ended June 30, 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 $9.0 million for the three months ended March 31, 2026 and 2025, 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 $7.8 million and $15.7 million for the three and six months ended June 30, 2026, respectively, as compared to $8.6 million and $17.6 million for the three and six months ended June 30, 2025, respectively. Decreases for the three-month period year over year included:
Previous wording
•$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 wording
•$740,000 in lower property taxes due to disputed payment made in the prior year which was subsequently refunded in the fourth quarter 2025; offset by
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 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.
Current wording
Stock-based compensation. Employee stock-based compensation expense is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite vesting period. Total employee and director stock-based compensation expense recognized in the condensed consolidated statements of operations for the three and six months ended June 30, 2026 was $753,000 and $1.4 million, respectively, of which $299,000 and $574,000, respectively, was included in research and development expenses, and $454,000 and $866,000, respectively, was included in general and administrative expenses. Total employee and director stock-based compensation expense recognized in the condensed consolidated statements of operations for the three and six months ended June 30, 2025 was $819,000 and $2.2 million, respectively, of which $319,000 and $866,000, respectively, was included in research and development expenses, and $500,000 and $1.3 million, respectively, was included in general and administrative expenses. 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 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.
Current wording
Interest income. Interest income for the three and six months ended June 30, 2026 was $364,000 and $803,000, respectively, as compared to $611,000 and $1.4 million for the three and six months ended June 30, 2025, respectively. The decrease for the three and six-month periods 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 $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.
Current wording
Change in Fair Value of Common Stock Warrant Liabilities. The change in fair value of our common stock warrant liabilities of $13.9 million and $18.0 million for the three and six months ended June 30, 2026, respectively, as compared to $(1.9) million and $1.8 million for the three and six months ended June 30, 2025, respectively, is related to the revaluation of the liability associated with the December 2024 Warrants, July 2025 Warrants and April 2026 Warrants, as defined below. We record the fair value of these December 2024 Warrants, July 2025 Warrants and April 2026 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
(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 wording
(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 $0 and $(2.1) million for the three and six months ended June 30, 2026, respectively, as compared to $776,000 and $1.5 million for the three and six months ended June 30, 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
Previous wording
Net unrealized gain on available-for-sale equity securities. The net unrealized gain on available-for-sale equity securities for the three months ended March 31, 2026 and 2025 of $79,000 and $140,000, 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 and six months ended June 30, 2026 of $94,000 and $173,000, respectively, as compared to $759,000 and $900,000 for the three and six months ended June 30, 2025, respectively, resulted from a change in the fair market value of the investments.
Previous wording
Other expense, net. Other expense, net, for the three months ended March 31, 2026 and 2025 of $285,000 and $500, respectively, related primarily to the realized loss on short-term investments sold during the respective periods.
Current wording
Other expense, net. Other expense, net, for the three and six months ended June 30, 2026 of $1.7 million and $2.0 million, respectively, as compared to $703,000 and $704,000 for the three and six months ended June 30, 2025, respectively, related primarily to financing costs incurred in connection with the issuance of the Common Stock Warrants in April 2026, as well as the realized loss on short-term investments sold during the respective periods.
Previous 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.
Current wording
As of June 30, 2026, we had cash, cash equivalents and short-term investments of $36.7 million and working capital deficit of $(2,000), 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 $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.
Current wording
Net cash used in operating activities was $39.6 million and $47.7 million for the six months ended June 30, 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 (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.
Current wording
Net cash provided by investing activities was $8.8 million and $5.2 million for the six months ended June 30, 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 $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.
Current wording
Net cash provided by financing activities was $18.1 million and $993,000 for the six months ended June 30, 2026 and 2025, respectively, were primarily related to net proceeds received from the April 2026 Offering (defined below) and the sale of common stock under the Sales Agreements (defined below) during the respective periods.
Previous wording
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.
Current wording
On April 6, 2026, we closed an underwritten public offering, or the April 2026 Offering, relating to the issuance and sale 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, or 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), or the 2026 Series A Warrants, and Series B warrants to purchase up to
Previous 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.
Current wording
During the six months ended June 30, 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 six months ended June 30, 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 June 30, 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, or 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 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.
Current wording
During the six months ended June 30, 2026 and 2025, no warrants orstock options were exercised and tax payments of$186,000 and $109,000, respectively, were made related to net share settlement of RSU awards.
Previous 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.
Current wording
As of June 30, 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, including the net proceeds from the July 2026 Offering, to extend into late first quarter 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 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.
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 first quarter of 2027. The condensed consolidated financial statements as of and for the three and six months ended June 30, 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, 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.
Current wording
We have existing supply agreements with contract manufacturers to manufacture drug substance, including for INO-3107. At June 30, 2026, we had approximately $1.3 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 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.
Current wording
During the six months ended June 30, 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 (6)
Current report — wording carried from elsewhere
Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 Annual Report and Note 2 to our audited Consolidated Financial Statements contained in our 2025 Annual Report.
Current report — wording carried from elsewhere
•$1.4 millionin lower engineering professional and outside services related to our device development; and
Current report — wording carried from elsewhere
The decrease in research and development expenses for the six-month period year over year was primarily the result of:
Current report — wording carried from elsewhere
Decreases for the six-month period year over year included:
Current report — wording carried from elsewhere
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 June 30, 2026.
Current report — wording carried from elsewhere
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), or the 2026 Series B Warrants, and, together with the Series A Warrants, or 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 $16.1 million, after deducting the underwriting discounts and commissions and offering expenses paid by us.