BERTHELSEN SPENCER R 4

What Happened

• Spencer R. Berthelsen, a director of Ionis Pharmaceuticals (IONS), had 5,220 Restricted Stock Units (RSUs vest and convert) on July 15, 2026, resulting in the acquisition of 5,220 shares of Ionis common stock. The Form 4 reports the shares acquired at $0.00 per share (total $0) and shows a simultaneous conversion/disposition of a derivative instrument for the same 5,220 units (transaction code M = exercise/conversion). This is the delivery of compensation (vested RSUs), not an open‑market purchase or sale.

Key Details

• Transaction date: 2026-07-15 (reported on Form 4 filed 2026-07-17 — timely filing)
• Reported transaction(s): 5,220 shares acquired via RSU vesting (Exercise/Conversion, code M) at $0.00; 5,220 derivative units disposed at $0.00
• Shares owned after transaction: not specified in this filing
• Relevant footnotes:
  • F1: Shares acquired pursuant to vesting and release of an RSU award.
  • F3: Each RSU represents a contingent right to one share (or equivalent cash value).
  • F4: RSUs vest 100% on the first anniversary of grant or the next annual meeting, and are delivered on the July 15 following vesting; settlement may be in shares or cash as determined by the company.
  • F2: Reporting person disclaims beneficial ownership of securities held by his daughter.
• No explicit tax withholding, sale of shares for cash, or 10b5-1 plan indicated in this filing.

Context

• This transaction reflects the vesting and settlement of compensation (RSUs) rather than a market buy or sell decision; such vesting events are routine for insiders and do not, by themselves, signal a change in insider sentiment. The use of transaction code M indicates conversion/exercise of a derivative right (the RSU) into common stock.