Innoviva, Inc.
For the period ended Mar 24, 2026. Filed Mar 24, 2026.
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Mar 24, 2026 · Filed Mar 24, 2026
Contents
Share Usage
The table below sets forth the following information regarding the awards granted under the 2012 Plan: (i) the share usage for each of the last three calendar years and (ii) the average share usage rate over the last three calendar years. The share usage for each specified year has been calculated as (i) the sum of (x) all stock options granted in the applicable year, (y) all time-based stock units and stock awards granted in the applicable year, and (z) all performance-based stock units and stock awards granted in the applicable year at target value, divided by (ii) the weighted average number of shares of common stock outstanding for the applicable year. Dividend equivalents are not included in the share usage calculation because none have been granted.
| Element | 2025 | 2024 | 2023 | Three- Year Average | |
|---|---|---|---|---|---|
| (a) | Time-Based Stock Units and Stock Awards Granted | 661,596 | 501,965 | 389,487 | 517,683 |
| (b) | Performance-Based Stock Units and Stock Awards Granted | - | - | - | - |
| (c) | Total Full Value Awards (a+b) | 661,596 | 501,965 | 389,487 | 517,683 |
| (d) | Stock Options Granted | 870,021 | 1,061,625 | 828,100 | 919,915 |
| (e) | Total Full Value Awards and Stock Options Granted (c+d) | 1,531,617 | 1,563,590 | 1,217,587 | 1,437,598 |
| (f) | Weighted Average Shares of Common Stock Outstanding at December 31 | 67,394,866 | 62,725,799 | 62,435,149 | 65,185,271 |
| (g) | Three-Year Average Share Usage | 2% | |||
As noted in the table above, we used an average of 2% of the weighted average shares outstanding on an annual basis for awards granted over the past three years under the 2012 Plan.
Burn rate, or run rate, refers to how fast a company uses the supply of shares authorized for issuance under its stock incentive plan. Our burn rate for 2025 was 2%, calculated by dividing the number of Common Stock subject to awards granted during the year net of forfeitures and cancellations by the weighted average number of shares outstanding during the year.
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