Innoviva, Inc.·4

May 6, 4:15 PM ET

Schlesinger Sarah J. 4

4 · Innoviva, Inc. · Filed May 6, 2026

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Innoviva (INVA) Director Sarah Schlesinger Receives Equity Award

What Happened Sarah J. Schlesinger, an Outside Director of Innoviva, was granted 9,786 restricted stock units (RSUs) and 10,000 non‑statutory stock options on May 4, 2026. Both grants were reported on Form 4 with a $0 per‑share acquisition price (standard for equity awards). These were award/grant transactions (code A), not open‑market purchases or sales.

Key Details

  • Transaction date: 2026-05-04; Form 4 filed: 2026-05-06 (timely filing).
  • RSUs granted: 9,786 shares @ $0. Total reported acquisition value: $0.
  • Options granted (derivative): 10,000 shares/units @ $0 (reported as a derivative transaction).
  • Shares owned after transaction: not specified in this filing.
  • Footnote: Grants vest 100% at the earlier of the next annual meeting or the one‑year anniversary, subject to continued service as an Outside Director; vesting accelerates upon death, disability, or a defined "change in control" (provided no prior termination).

Context These are compensation awards to a director (routine for board service) rather than outright purchases; no cash was exchanged and awards may vest over time. Options are derivative securities (the reported 10,000 are option grants, not exercised shares). Such grants are common and do not by themselves indicate the insider is buying or selling stock for investment reasons.

Insider Transaction Report

Form 4
Period: 2026-05-04
Transactions
  • Award

    Common Stock

    [F1]
    2026-05-04+9,786140,492 total
  • Award

    Non-statutory Stock Option

    [F1]
    2026-05-04+10,00010,000 total
    Exercise: $22.99From: 2027-05-04Exp: 2036-05-03Common Stock (10,000 underlying)
Footnotes (1)
  • [F1]The Reporting Person was granted restricted stock units ("RSUs") and non-statutory stock options ("Options") upon the conclusion of the Issuer's 2026 annual meeting of stockholders. 100% of the RSUs and Options will vest at the sooner of the next annual stockholder meeting or the one-year anniversary of grant, subject to the Reporting Person's continuous service as an Outside Director through the applicable vesting date, with accelerated vesting upon the Reporting Person's death, disability, or in the event of a "change in control" (as defined in the Issuer's 2026 Equity Incentive Plan), provided that the Reporting Person has not experienced a termination prior to such "change in control," death or disability.
Signature
/s/ Sarah Schlesinger|2026-05-06

Documents

1 file
  • 4
    ownership.xmlPrimary

    4