SEC Info - Innoviva, Inc. - ‘10-K’ for 12/31/23

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Innoviva, Inc. – ‘10-K’ for 12/31/23 – ‘EX-97’

On: Thursday, 2/29/24, at 5:01pm ET · For: 12/31/23 · Accession #: 950170-24-23237 · File #: 0-30319

Previous ‘10-K’: ‘10-K/A’ on 3/20/23 for 12/31/22 · Next: ‘10-K/A’ on 3/5/24 for 12/31/23 · Latest: ‘10-K/A’ on 3/22/24 for 12/31/23 · 34 References:

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/29/24  Innoviva, Inc.                    10-K       12/31/23  100:23M                                    Donnelley … Solutions/FA

Annual Report — Form 10-K — SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   4.39M 
 2: EX-21.1     Subsidiaries List                                   HTML     37K 
 3: EX-23.1     Consent of Expert or Counsel                        HTML     28K 
 4: EX-23.2     Consent of Expert or Counsel                        HTML     28K 
 8: EX-97       Clawback Policy re: Recovery of Erroneously         HTML     52K 
                Awarded Compensation                                             
 5: EX-31.1     Certification -- §302 - SOA'02                      HTML     34K 
 6: EX-31.2     Certification -- §302 - SOA'02                      HTML     34K 
 7: EX-32       Certification -- §906 - SOA'02                      HTML     33K 
10: R1          Document and Entity Information                     HTML    101K 
11: R2          Consolidated Balance Sheets                         HTML    149K 
12: R3          Consolidated Balance Sheets (Parenthetical)         HTML     51K 
13: R4          Consolidated Statements of Income                   HTML    132K 
14: R5          Consolidated Statements of Income (Parenthetical)   HTML     32K 
15: R6          Consolidated Statements of Comprehensive Income     HTML     53K 
16: R7          Consolidated Statements of Stockholders' Equity     HTML    161K 
17: R8          Consolidated Statements of Cash Flows               HTML    162K 
18: R9          Insider Trading Arrangements                        HTML     38K 
19: R10         Description of Operations and Summary of            HTML    115K 
                Significant Accounting Policies                                  
20: R11         Net Income Per Share                                HTML    103K 
21: R12         Revenue Recognition                                 HTML     75K 
22: R13         License and Collaboration Arrangements              HTML     65K 
23: R14         Consolidated Entities and Acquisitions              HTML    155K 
24: R15         Equity and Long-Term Investments and Fair Value     HTML    337K 
                Measurements                                                     
25: R16         Capitalized Fees Paid                               HTML     56K 
26: R17         Goodwill and Intangible Assets                      HTML     85K 
27: R18         Balance Sheet Components                            HTML     86K 
28: R19         Stock-Based Compensation                            HTML    172K 
29: R20         Stockholders' Equity                                HTML     40K 
30: R21         Debt                                                HTML    195K 
31: R22         Commitments and Contingencies                       HTML     79K 
32: R23         Income Taxes                                        HTML    164K 
33: R24         Subsequent Events                                   HTML     34K 
34: R25         Description of Operations and Summary of            HTML    175K 
                Significant Accounting Policies (Policies)                       
35: R26         Description of Operations and Summary of            HTML     34K 
                Significant Accounting Policies (Tables)                         
36: R27         Net Income Per Share (Tables)                       HTML    101K 
37: R28         Revenue Recognition (Tables)                        HTML     56K 
38: R29         Consolidated Entities and Acquisitions (Tables)     HTML    130K 
39: R30         Equity and Long-Term Investments and Fair Value     HTML    287K 
                Measurements (Tables)                                            
40: R31         Capitalized Fees Paid (Tables)                      HTML     52K 
41: R32         Goodwill and Intangible Assets (Tables)             HTML     77K 
42: R33         Balance Sheet Components (Tables)                   HTML     86K 
43: R34         Stock-Based Compensation (Tables)                   HTML    160K 
44: R35         Debt (Tables)                                       HTML    157K 
45: R36         Commitments and Contingencies (Tables)              HTML     68K 
46: R37         Income Taxes (Tables)                               HTML    156K 
47: R38         DESCRIPTION OF OPERATIONS AND SUMMARY OF            HTML     76K 
                SIGNIFICANT ACCOUNTING POLICIES - Description of                 
                Operations (Details)                                             
48: R39         DESCRIPTION OF OPERATIONS AND SUMMARY OF            HTML     37K 
                SIGNIFICANT ACCOUNTING POLICIES - Property and                   
                Equipment (Details)                                              
49: R40         DESCRIPTION OF OPERATIONS AND SUMMARY OF            HTML     33K 
                SIGNIFICANT ACCOUNTING POLICIES - Related Party                  
                Transactions (Details)                                           
50: R41         Net Income Per Share (Details)                      HTML     44K 
51: R42         Net Income Per Share - Basic and Diluted EPS        HTML     76K 
                (Details)                                                        
52: R43         NET INCOME PER SHARE - Anti-Dilutive Securities     HTML     37K 
                (Details)                                                        
53: R44         REVENUE RECOGNITION - Schedule of net revenue from  HTML     53K 
                collaborative arrangements (Details)                             
54: R45         Revenue Recognition (Details)                       HTML     98K 
55: R46         LICENSE AND COLLABORATION ARRANGEMENTS -            HTML     99K 
                Additional Information (Details)                                 
56: R47         CONSOLIDATED ENTITIES AND ACQUISITIONS -            HTML    119K 
                Theravance Respiratory Company, LLC (Details)                    
57: R48         CONSOLIDATED ENTITIES AND ACQUISITIONS - ISP Fund   HTML     72K 
                LP (Details)                                                     
58: R49         CONSOLIDATED ENTITIES AND ACQUISITIONS - Entasis    HTML     92K 
                Therapeutics Holdings, Inc. (Details)                            
59: R50         CONSOLIDATED ENTITIES AND ACQUISITIONS - Schedule   HTML     91K 
                of Recognized Identified Assets Acquired and                     
                Liabilities Assumed (Details)                                    
60: R51         CONSOLIDATED ENTITIES AND ACQUISITIONS - La Jolla   HTML     52K 
                Pharmaceutical Company (Details)                                 
61: R52         CONSOLIDATED ENTITIES AND ACQUISITIONS - Pro Forma  HTML     48K 
                Information (Details)                                            
62: R53         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML    133K 
                MEASUREMENTS - Equity Investment in Armata                       
                (Details)                                                        
63: R54         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML     90K 
                MEASUREMENTS - Summarized Financial Data (Details)               
64: R55         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML    113K 
                MEASUREMENTS - Equity Investment in InCarda                      
                (Details)                                                        
65: R56         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML     55K 
                MEASUREMENTS - Equity Investment in ImaginAb                     
                (Details)                                                        
66: R57         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML     59K 
                MEASUREMENTS - Convertible Promissory Note in Gate               
                Neurosciences (Details)                                          
67: R58         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML     49K 
                MEASUREMENTS - Equity Investment in Nanolive                     
                (Details)                                                        
68: R59         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML     49K 
                MEASUREMENTS - Available-for-Sale Securities                     
                (Details)                                                        
69: R60         EQUITY AND LONG-TERM INVESTMENTS AND FAIR VALUE     HTML    162K 
                MEASUREMENTS - Schedule of Available-for-Sale                    
                Securities Measured at Fair Value on a Recurring                 
                Basis (Details)                                                  
70: R61         CAPITALIZED FEES PAID - Schedule of Capitalized     HTML     64K 
                Fees Paid (Details)                                              
71: R62         Goodwill and Intangible Assets (Additional          HTML     77K 
                Information) (Details)                                           
72: R63         Goodwill and Intangible Assets - Summary of         HTML     58K 
                Accumulated Amortization of Recognized Intangible                
                Assets (Details)                                                 
73: R64         BALANCE SHEET COMPONENTS - Schedule of Inventory,   HTML     38K 
                net (Details)                                                    
74: R65         BALANCE SHEET COMPONENTS - Additional Information   HTML     34K 
                (Details)                                                        
75: R66         BALANCE SHEET COMPONENTS - Schedule Of Other        HTML     51K 
                Accrued Liabilities (Details)                                    
76: R67         BALANCE SHEET COMPONENTS -Schedule of Other         HTML     38K 
                Long-term Liabilities (Details)                                  
77: R68         STOCK-BASED COMPENSATION - 2012 Plan and ESPP       HTML     63K 
                (Details)                                                        
78: R69         STOCK-BASED COMPENSATION - Director Compensation    HTML     47K 
                Program (Details)                                                
79: R70         STOCK-BASED COMPENSATION - Stock-Based              HTML     60K 
                Compensation Expense (Details)                                   
80: R71         STOCK-BASED COMPENSATION - Compensation Awards      HTML    127K 
                (Details)                                                        
81: R72         STOCK-BASED COMPENSATION - Valuation Assumptions    HTML     43K 
                (Details)                                                        
82: R73         Stockholders' Equity (Details)                      HTML     41K 
83: R74         DEBT - Schedule of Debt (Details)                   HTML     81K 
84: R75         DEBT - Convertible Subordinated Notes (Details)     HTML    124K 
85: R76         DEBT - Convertible Senior Notes (Details)           HTML    184K 
86: R77         DEBT - Debt Maturities (Details)                    HTML     45K 
87: R78         COMMITMENTS AND CONTINGENCIES - Additional          HTML     42K 
                Information (Details)                                            
88: R79         COMMITMENTS AND CONTINGENCIES - Schedule of         HTML     35K 
                Components of Least Cost (Details)                               
89: R80         COMMITMENTS AND CONTINGENCIES - Schedule of         HTML     35K 
                Supplemental Cash Flow Information Related to                    
                Lease (Details)                                                  
90: R81         COMMITMENTS AND CONTINGENCIES - Schedule of Future  HTML     45K 
                Minimum Lease Payments (Details)                                 
91: R82         INCOME TAXES - Income tax expense (Details)         HTML     51K 
92: R83         INCOME TAXES - Reconciliation (Details)             HTML     51K 
93: R84         INCOME TAXES - Deferred Taxes (Details)             HTML     57K 
94: R85         INCOME TAXES - Additional Tax Disclosures           HTML     56K 
                (Details)                                                        
95: R86         SUBSEQUENT EVENTS - Additional Information          HTML     58K 
                (Details)                                                        
97: XML         IDEA XML File -- Filing Summary                      XML    194K 
100: XML         XBRL Instance -- inva-20231231_htm                   XML   4.36M  
96: EXCEL       IDEA Workbook of Financial Report Info              XLSX    261K 
 9: EX-101.SCH  XBRL Taxonomy Extension Schema With Embedded         XSD   6.62M 
                Linkbases Document -- inva-20231231                              
98: JSON        XBRL Instance as JSON Data -- MetaLinks              804±  1.29M 
99: ZIP         XBRL Zipped Folder -- 0000950170-24-023237-xbrl      Zip   2.83M

‘EX-97’ — Clawback Policy re: Recovery of Erroneously Awarded Compensation

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

EX-97

Exhibit 97

INNOVIVA, INC.
POLICY FOR THE
RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION

Purpose. The purpose of this Policy is to describe the circumstances in which Executives will be required to repay or return Erroneously Awarded Compensation to members of the Company Group. Each Executive Officer shall be required to sign and return to the Company the Acknowledgement Form attached hereto as Exhibit A pursuant to which such Executive Officer will agree to be bound by the terms and comply with this Policy.

Administration. This Policy shall be administered by the Committee. Any determinations made by the Committee shall be final and binding on all affected individuals and their beneficiaries, heirs, executors, administrators, or other legal representatives. The Committee shall have full power and authority to (i) administer and interpret this Policy; (ii) correct any defect, supply any omission and reconcile any inconsistency in this Policy; and (iii) make any other determination and take any other action that the Committee deems necessary or desirable for the administration of this Policy and to comply with applicable law (including Section 10D of the Exchange Act) and applicable stock market or exchange rules and regulations. Notwithstanding anything to the contrary contained herein, to the extent permitted by Section 10D of the Exchange Act, the Board may, in its sole discretion, at any time and from time to time, administer this Policy in the same manner as the Committee.

Definitions. For purposes of this Policy, the following capitalized terms shall have the meanings set forth below.

(a)

“Accounting Restatement” shall mean an accounting restatement (i) due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements (a “Big R” restatement), or (ii) that corrects an error that is not material to previously issued financial statements, but would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (a “little r” restatement).

(b)

“Board” shall mean the Board of Directors of the Company.

(c)

“Clawback Eligible Incentive Compensation” shall mean, in connection with an Accounting Restatement and with respect to each individual who served as an Executive Officer at any time during the applicable performance period for any Incentive-based Compensation (whether or not such individual is serving as an Executive Officer at the time the Erroneously Awarded Compensation is required to be repaid to the Company Group), all Incentive-based Compensation Received by such Executive (i) on or after the Effective Date, (ii) after beginning service as an Executive Officer, (iii) while the Company has a class of securities listed on a national securities exchange or a national securities association, and (iv) during the applicable Clawback Period.

(d)

“Clawback Period” shall mean, with respect to any Accounting Restatement, the three completed fiscal years of the Company immediately preceding the Restatement Date and any transition period (that results from a change in the Company’s fiscal year) of less than nine months within or immediately following those three completed fiscal years.

(e)

“Committee” shall mean the Compensation Committee of the Board.

(f)

“Company” shall mean Innoviva, Inc., a Delaware corporation.

(g)

“Company Group” shall mean the Company, together with each of its direct and indirect subsidiaries.

(h)

“Exchange Act” means the U.S. Securities Exchange Act of 1934, as amended.

(i)

“Effective Date” shall mean October 2, 2023.

(j)

“Erroneously Awarded Compensation” shall mean, with respect to each Executive in connection with an Accounting Restatement, the amount of Clawback Eligible Incentive Compensation that exceeds the amount of Incentive-based Compensation that otherwise would have been Received had it been determined based on the restated amounts, computed without regard to any taxes paid.

(k)

“Executive” shall mean any current or former Executive Officer.

(l)

“Executive Officer” shall mean each individual who is designated as an “officer” of the Company in accordance with 17 C.F.R. 240.16a-1(f). Identification of an Executive Officer for purposes of this Policy would include at a minimum executive officers identified pursuant to 17 C.F.R. 229.401(b). The determination as to an individual’s status as an Executive Officer shall be made by the Committee and such determination shall be final, conclusive and binding on such individual and all other interested persons.

(m)

“Financial Reporting Measures” shall mean measures that are determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and all other measures that are derived wholly or in part from such measures. Stock price and total shareholder return (and any measures that are derived wholly or in part from stock price or total shareholder return) shall for purposes of this Policy be considered Financial Reporting Measures. For the avoidance of doubt, a Financial Reporting Measure need not be presented in the Company’s financial statements or included in a filing with the SEC.

(n)

“Incentive-based Compensation” shall mean any compensation that is granted, earned or vested based wholly or in part upon the attainment of a Financial Reporting Measure.

(o)

“Nasdaq” shall mean The Nasdaq Stock Market.

(p)

“Policy” shall mean this Policy for the Recovery of Erroneously Awarded Compensation, as the same may be amended and/or restated from time to time.

(q)

“Received” shall, with respect to any Incentive-based Compensation, mean actual or deemed receipt, and Incentive-based Compensation shall be deemed received in the Company’s fiscal period during which the Financial Reporting Measure specified in the Incentive-based Compensation award is attained, even if payment or grant of the Incentive-based Compensation occurs after the end of that period.

(r)

“Restatement Date” shall mean the earlier to occur of (i) the date the Board, a committee of the Board or the officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare an Accounting Restatement, or (ii) the date a court, regulator or other legally authorized body directs the Company to prepare an Accounting Restatement.

(s)

“SEC” shall mean the U.S. Securities and Exchange Commission.

Repayment of Erroneously Awarded Compensation.

(a)

In the event of an Accounting Restatement, the Committee shall promptly (and in all events within ninety (90) days after the Restatement Date) determine the amount of any Erroneously Awarded Compensation for each Executive in connection with such Accounting Restatement and shall promptly thereafter provide each Executive with a written notice containing the amount of Erroneously Awarded Compensation and a demand for repayment or return, as applicable. For Incentive-based Compensation based on (or derived from) stock price or total shareholder return where the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in the applicable Accounting Restatement, the amount shall be determined by the Committee based on a reasonable estimate of the effect of the Accounting Restatement on the stock price or total shareholder

return upon which the Incentive-based Compensation was Received (in which case, the Company shall maintain documentation of such determination of that reasonable estimate and provide such documentation to Nasdaq).

(b)

The Committee shall have broad discretion to determine the appropriate means of recovery of Erroneously Awarded Compensation based on all applicable facts and circumstances and taking into account the time value of money and the cost to shareholders of delaying recovery. To the extent that the Committee determines that any method of recovery (other than repayment by the Executive in a lump sum in cash or property) is appropriate, the Company shall offer to enter into a repayment agreement (in a form reasonable acceptable to the Committee) with the Executive. If the Executive accepts such offer and signs the repayment agreement within thirty (30) days after such offer is extended, the Company shall countersign such repayment agreement. If the Executive fails to sign the repayment agreement within thirty (30) days after such offer is extended, the Executive will be required to repay the Erroneously Awarded Compensation in a lump sum in cash (or such property as the Committee agrees to accept with a value equal to such Erroneously Awarded Compensation) on or prior to the date that is one hundred twenty (120) days following the Restatement Date. For the avoidance of doubt, except as set forth in Section ‎4(d) below, in no event may the Company Group accept an amount that is less than the amount of Erroneously Awarded Compensation in satisfaction of an Executive’s obligations hereunder.

(c)

To the extent that an Executive fails to repay all Erroneously Awarded Compensation to the Company Group when due (as determined in accordance with Section ‎4(b) above), the Company shall, or shall cause one or more other members of the Company Group to, take all actions reasonable and appropriate to recover such Erroneously Awarded Compensation from the applicable Executive. The applicable Executive shall be required to reimburse the Company Group for any and all expenses reasonably incurred (including legal fees) by the Company Group in recovering such Erroneously Awarded Compensation in accordance with the immediately preceding sentence.

(d)

Notwithstanding anything herein to the contrary, the Company shall not be required to take the actions contemplated by Section ‎4(b) or ‎‎4(c) above if the following conditions are met and the Committee determines that recovery would be impracticable:

(i)

The direct expenses paid to a third party to assist in enforcing the Policy against an Executive would exceed the amount to be recovered, after the Company has made a reasonable attempt to recover the applicable Erroneously Awarded Compensation, documented such attempts and provided such documentation to Nasdaq;

(ii)

Recovery would violate home country law where that law was adopted prior to November 28, 2022, provided that, before determining that it would be impracticable to recover any amount of Erroneously Awarded Compensation based on violation of home country law, the Company has obtained an opinion of home country counsel, acceptable to Nasdaq, that recovery would result in such a violation and a copy of the opinion is provided to Nasdaq; or

(iii)

Recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company Group, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.

Reporting and Disclosure. The Company shall file all disclosures with respect to this Policy in accordance with the requirement of the federal securities laws, including the disclosure required by the applicable SEC filings.

Indemnification Prohibition. No member of the Company Group shall be permitted to indemnify any Executive against (i) the loss of any Erroneously Awarded Compensation that is repaid, returned or recovered pursuant to the terms of this Policy, or (ii) any claims relating to the Company Group’s enforcement of its rights under this Policy. Further, no member of the Company Group shall enter into any agreement that exempts any Incentive-based Compensation from the application of this Policy or that waives the Company Group’s right to recovery of any Erroneously Awarded Compensation and this Policy shall supersede any such agreement (whether entered into before, on or after the Effective Date).

Interpretation. The Committee is authorized to interpret and construe this Policy and to make all determinations necessary, appropriate, or advisable for the administration of this Policy. Notwithstanding anything to the contrary herein, this Policy is intended to comply with the requirements of Section 10D of the Exchange Act (and any applicable regulations, administrative interpretations or stock market or exchange rules and regulations adopted in connection therewith). The provisions of this Policy shall be interpreted in a manner that satisfies such requirements and this Policy shall be operated accordingly. If any provision of this Policy would otherwise frustrate or conflict with this intent, the provision shall be interpreted and deemed amended so as to avoid such conflict. If any provision of this Policy is determined to be unenforceable or invalid under any applicable law, such provision will be applied to the maximum extent permitted by applicable law and shall automatically be deemed amended in a manner consistent with its objectives to the extent necessary to conform to any limitations required under applicable law.

Effective Date. This Policy shall be effective as of the Effective Date.

Amendment; Termination. The Committee may amend this Policy from time to time in its discretion and shall amend this Policy as it deems necessary, including as and when it determines that it is legally required by any federal securities laws, SEC rule or the rules of any national securities exchange or national securities association on which the Company’s securities are listed. The Committee may terminate this Policy at any time. Notwithstanding anything in this Section ‎9 to the contrary, no amendment or termination of this Policy shall be effective if such amendment or termination would (after taking into account any actions taken by the Company contemporaneously with such amendment or termination) cause the Company to violate any federal securities laws, SEC rule or the rules of any national securities exchange or national securities association on which the Company’s securities are listed.

10.

Other Recoupment Rights; No Additional Payments. The Committee intends that this Policy will be applied to the fullest extent of the law. The Committee may require that any employment agreement, equity award agreement, or any other agreement entered into on or after the Effective Date shall, as a condition to the grant of any benefit thereunder, require an Executive to agree to abide by the terms of this Policy. Any right of recoupment under this Policy is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the Company Group under applicable law, regulation or rule or pursuant to the terms of any similar policy in any employment agreement, equity award agreement, or similar agreement and any other legal remedies available to the Company Group. Any applicable award agreement or other document setting forth the terms and conditions of any compensation covered by this Policy shall be deemed to include the restrictions imposed herein and incorporate this Policy by reference and, in the event of any inconsistency, the terms of this Policy will govern. For the avoidance of doubt, this Policy applies to all compensation that is received on or after the Effective Date, regardless of the date on which the award agreement or other document setting forth the terms and conditions of the Executive’s compensation became effective, including, without limitation, compensation received under the 2012 Equity Incentive Plan and any successor plan thereto.

11.

Successors. This Policy shall be binding and enforceable against all Executives and their beneficiaries, heirs, executors, administrators, or other legal representatives.

* * *

This Policy was adopted by the Committee as of October 30, 2023.

Exhibit A

INNOVIVA, INC.
POLICY FOR THE
RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION

ACKNOWLEDGEMENT FORM

By signing below, the undersigned acknowledges and confirms that the undersigned has received and reviewed a copy of the Innoviva, Inc. Policy for the Recovery of Erroneously Awarded Compensation (the “Policy”). Capitalized terms used but not otherwise defined in this Acknowledgement Form (this “Acknowledgement Form”) shall have the meanings ascribed to such terms in the Policy.

By signing this Acknowledgement Form, the undersigned acknowledges and agrees that the undersigned is and will continue to be subject to the Policy and that the Policy will apply both during and after the undersigned’s employment with the Company Group. Further, by signing below, the undersigned agrees to abide by the terms of the Policy, including, without limitation, by returning any Erroneously Awarded Compensation (as defined in the Policy) to the Company Group to the extent required by, and in a manner permitted by, the Policy.

________________________________
Signature

________________________________
Print Name

________________________________
Date

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-K’ Filing	Date	Other Filings

Filed on:	2/29/24	8-K
For Period end:	12/31/23
	10/30/23
	10/2/23
	11/28/22
		List all Filings

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/22/24  Innoviva, Inc.                    10-K/A     12/31/23   13:4.7M                                   Donnelley … Solutions/FA
 3/05/24  Innoviva, Inc.                    10-K/A     12/31/23   96:16M                                    Donnelley … Solutions/FA

32 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/25/23  Innoviva, Inc.                    8-K:5,7,9   8/21/23   12:366K                                   Toppan Merrill/FA
 5/09/23  Innoviva, Inc.                    10-Q        3/31/23   83:14M                                    Donnelley … Solutions/FA
 4/28/23  Innoviva, Inc.                    DEF 14A               12:3.2M                                   Donnelley … Solutions/FA
 1/04/23  Innoviva, Inc.                    8-K:5,9     1/01/23   11:335K                                   Toppan Merrill/FA
 7/13/22  Innoviva, Inc.                    8-K:1,8,9   7/13/22   13:684K                                   Broadridge Fin’l So… Inc
 7/11/22  Innoviva, Inc.                    8-K:1,8,9   7/10/22   13:995K                                   Broadridge Fin’l So… Inc
 5/24/22  Innoviva, Inc.                    8-K:1,8,9   5/23/22   15:991K                                   Broadridge Fin’l So… Inc
 5/02/22  Innoviva, Inc.                    8-K:5,9     4/29/22    2:36K                                    Willkie Farr & Gallagher
 3/08/22  Innoviva, Inc.                    8-K:1,2,3,8 3/07/22   14:1.4M                                   Toppan Merrill/FA
 5/20/21  Innoviva, Inc.                    8-K:1,8,9   5/20/21    4:161K                                   Willkie Farr & Gallagher
12/14/20  Innoviva, Inc.                    8-K:1,8,9  12/11/20   12:542K                                   Donnelley … Solutions/FA
 5/26/20  Innoviva, Inc.                    8-K:5,9     5/20/20    4:133K                                   Willkie Farr & Gallagher
 2/19/20  Innoviva, Inc.                    10-K       12/31/19   76:9.9M                                   Toppan Merrill/FA
 9/11/18  Innoviva, Inc.                    8-K:5,9     9/07/18    3:175K                                   Willkie Farr & Gallagher
 7/26/18  Innoviva, Inc.                    10-Q        6/30/18   53:5M                                     Toppan Merrill/FA
 2/23/18  Innoviva, Inc.                    10-K       12/31/17   79:9.3M                                   Toppan Merrill-FA
 8/07/17  Innoviva, Inc.                    8-K:1,2,3,8 8/07/17    3:878K                                   Toppan Merrill/FA
 4/28/16  Innoviva, Inc.                    8-K:2,5,9   4/26/16    3:376K                                   Toppan Merrill/FA
 7/29/15  Innoviva, Inc.                    8-K:2,5,9   7/24/15    3:342K                                   Toppan Merrill/FA
 5/08/15  Innoviva, Inc.                    10-Q        3/31/15   56:5.4M                                   Toppan Merrill/FA
 8/07/14  Innoviva, Inc.                    10-Q        6/30/14   69:10M                                    Toppan Merrill/FA
 6/05/14  Innoviva, Inc.                    8-K:1,2,5,8 5/31/14    8:1.7M                                   Toppan Merrill/FA
 3/06/14  Innoviva, Inc.                    8-K/A:1,9   3/03/14    4:310K                                   Toppan Merrill/FA
 3/03/14  Innoviva, Inc.                    10-K       12/31/13   81:13M                                    Toppan Merrill-FA
 1/25/13  Innoviva, Inc.                    8-K:1,2,8,9 1/24/13    3:935K                                   Toppan Merrill/FA
 1/23/13  Innoviva, Inc.                    8-K:1,8,9   1/17/13    6:941K                                   Toppan Merrill/FA
 8/01/12  Innoviva, Inc.                    10-Q        6/30/12   48:8.7M                                   Toppan Merrill/FA
 2/27/12  Innoviva, Inc.                    10-K       12/31/11   66:9.7M                                   Toppan Merrill-FA
11/29/10  Innoviva, Inc.                    8-K:1,3,8,911/29/10    4:283K                                   Toppan Merrill/FA
 2/26/10  Innoviva, Inc.                    10-K       12/31/09    8:1.4M                                   Toppan Merrill-FA
 3/01/07  Innoviva, Inc.                    10-K       12/31/06    9:2.4M                                   Toppan Merrill/FA
 6/10/04  Innoviva, Inc.                    S-1                   30:4.4M                                   Toppan Merrill-FA

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Filing Submission 0000950170-24-023237 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)