HOUGEN ELIZABETH L 4

What Happened
Elizabeth L. Hougen, EVP, Finance & CFO of Ionis Pharmaceuticals (IONS), had 13,562 performance-based restricted stock units (PRSUs) vest on Jan 29, 2026, and sold 6,988 shares in an open-market transaction on Jan 30, 2026. The sale generated approximately $581,702 at a weighted-average price of $83.24 per share. The PRSU payout was 167.27% of target based on relative total shareholder return vs. a peer group.

Key Details

• Award vesting: 13,562 shares vested on 2026-01-29 (PRSUs from a Jan 18, 2023 grant; payout = 167.27% of target). (Footnote F1)
• Sale: 6,988 shares disposed on 2026-01-30, weighted-average price $83.24, proceeds ≈ $581,702. Sale prices ranged $83.11–$83.32. (Footnote F2)
• Filing: Form 4 filed 2026-02-02 — within the two-business-day reporting window (timely).
• Shares owned after transaction: Not specified in the information provided on this filing.
• Notable notes: Vesting was performance-based (PRSUs). No 10b5-1 plan, tax-withholding, or late-filing flag disclosed in the provided filing.

Context
The Jan 29 entry was a compensation event (PRSUs vesting based on performance), not a market purchase. The subsequent open-market sale the next day appears to be a disposition of shares (often routine following vesting), but the filing is factual only and does not state motivation. Retail investors often view purchases as stronger signals than routine sales or compensation vesting; this filing documents a standard vest-and-partial-sell sequence.