NEUROCRINE BIOSCIENCES INC
For the period ended Dec 31, 2025. Filed Feb 11, 2026.
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FY2025 · Filed Feb 11, 2026
NBIX$169.14+0.2%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a) Documents filed as part of this report.
- List of Financial Statements. The following are included in Item 8 of this report:
Consolidated Statements of Income and Comprehensive Income for the years ended December 31, 2025, 2024, and 2023
Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2025, 2024, and 2023
Notes to the Consolidated Financial Statements
List of all Financial Statement schedules. All schedules are omitted because they are not applicable, or the required information is shown in the Financial Statements or notes thereto.
List of Exhibits required by Item 601 of Regulation S-K. See part (b) below.
(b) Exhibits. The following exhibits are filed as part of, or incorporated by reference into, this report:
| Exhibit | ||
|---|---|---|
| 3.1 | Description: | Certificate of Incorporation, as amended |
| Reference: | Incorporated by reference to Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q filed on November 5, 2018 | |
| 3.2 | Description: | Bylaws, as amended |
| Reference: | Incorporated by reference to Exhibit 3.2 of the Company's Quarterly Report on Form 10-Q filed on October 30, 2024 | |
| 4.1 | Description: | Form of Common Stock Certificate |
| Reference: | Incorporated by reference to the Company’s Registration Statement on Form S-1 (Registration No. 333-03172) | |
| 4.2 | Description: | Description of Common Stock of the Company |
| 19.1 | Description: | Neurocrine Biosciences, Inc. Insider Trading Policy |
| Reference: | Incorporated by reference to Exhibit 19.1 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 21.1 | Description: | Subsidiaries of the Company |
| 23.1 | Description: | Consent of Independent Registered Public Accounting Firm |
| 24.1 | Description: | Power of Attorney (included on signature page to this report) |
| 31.1 | Description: | Certification of Chief Executive Officer pursuant to Rules 13a-14 and 15d-14 promulgated under the Securities Exchange Act of 1934 |
| 31.2 | Description: | Certification of Chief Financial Officer pursuant to Rules 13a-14 and 15d-14 promulgated under the Securities Exchange Act of 1934 |
| 32** | Description: | Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97+ | Description: | Neurocrine Biosciences, Inc. Clawback Policy |
| Reference: | Incorporated by reference to Exhibit 97 of the Company’s Annual Report on Form 10-K filed on February 9, 2024 | |
| 101.INS | Description: | Inline XBRL Instance Document. – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH | Description: | Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL | Description: | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF | Description: | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB | Description: | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE | Description: | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104 | Description: | Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibit 101) |
| Collaboration and License Agreements: | ||
|---|---|---|
| 10.1* | Description: | Collaboration Agreement dated June 15, 2010, by and between Abbott International Luxembourg S.a.r.l. and the Company as amended on August 31, 2011 |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q filed on May 5, 2021 | |
| 10.2* | Description: | First Amendment to Collaboration and License Agreement Dated August 31, 2011 between the Company and Abbott International Luxemburg S.a.r.l. |
| Reference: | Incorporated by reference to Exhibit 10.2 of the Company's Quarterly Report on Form 10-Q filed on May 5, 2021 | |
| 10.3* | Description: | Collaboration and License Agreement dated March 31, 2015 between Mitsubishi Tanabe Pharma Corporation and the Company |
| Reference: | Incorporated by reference to Exhibit 10.3 of the Company's Quarterly Report on Form 10-Q filed on May 5, 2021 | |
| 10.4* | Description: | Collaboration and License Agreement dated January 28, 2019 between Voyager Therapeutics, Inc. and the Company |
| Reference: | Incorporated by reference to Exhibit 10.4 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 10.5 | Description: | Stock Purchase Agreement dated January 28, 2019 between Voyager Therapeutics, Inc. and the Company |
| Reference: | Incorporated by reference to Exhibit 10.6 of the Company’s Annual Report on Form 10-K filed on February 7, 2019 | |
| 10.6 | Description: | Amendment No. 1 to Collaboration and License Agreement dated June 14, 2019 between Voyager Therapeutics, Inc. and the Company |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on July 29, 2019 | |
| 10.7* | Description: | Collaboration and License Agreement dated November 22, 2021 between Heptares Therapeutics Limited and the Company |
| Reference: | Incorporated by reference to Exhibit 10.10 of the Company’s Annual Report on Form 10-K filed on February 11, 2022 | |
| 10.8* | Description: | Collaboration and License Agreement dated January 8, 2023 between Voyager Therapeutics, Inc. and the Company |
| Reference: | Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on May 3, 2023 | |
| 10.9* | Description: | First Amendment to the Collaboration and License Agreement, effective April 3, 2024, between the Company and Voyager Therapeutics, Inc. |
| Reference: | Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on August 1, 2024 | |
| 10.10 | Description: | Stock Purchase Agreement dated January 8, 2023 between Voyager Therapeutics, Inc. and the Company |
| Reference: | Incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed on May 3, 2023 | |
| 10.11 | Description: | Amended and Restated Investor Agreement dated January 8, 2023 between Voyager Therapeutics, Inc. and the Company |
| Reference: | Incorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report on Form 10-Q filed on May 3, 2023 | |
| 10.12* | Description: | Amended and Restated Exclusive License Agreement dated January 24, 2025 by and between Takeda Pharmaceutical Company Limited and the Company |
| Reference: | Incorporated by reference to Exhibit 10.8 of the Company’s Quarterly Report on Form 10-Q filed on May 5, 2025 | |
| 10.13* | Description: | License Agreement dated December 19, 2014 by and between Sanofi S.A. and the Company |
| 10.14* | Description: | Amendment 1 to the License Agreement dated December 19, 2016 by and between Sanofi S.A. and the Company |
| 10.15* | Description: | Amendment 2 to the License Agreement dated October 21, 2019 by and between Sanofi S.A. and the Company |
| Equity Plans and Related Agreements: | ||
|---|---|---|
| 10.16+ | Description: | Neurocrine Biosciences, Inc. 2011 Equity Incentive Plan, as amended |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on October 30, 2024 | |
| 10.17+ | Description: | Form of Stock Option Grant Notice and Option Agreement for use under the Neurocrine Biosciences, Inc. 2011 Equity Incentive Plan, and Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement for use under the Neurocrine Biosciences, Inc. 2011 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K filed on June 1, 2015 | |
| 10.18+ | Description: | Form of Stock Option Grant Notice and Option Agreement for use under the Neurocrine Biosciences, Inc. 2011 Equity Incentive Plan, as amended |
| Reference: | Incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed on October 30, 2024 | |
| 10.19+ | Description: | Neurocrine Biosciences, Inc. 2020 Equity Incentive Plan, as amended and restated |
| Reference: | Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on October 30, 2024 | |
| 10.20+ | Description: | Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement for grants on or after February 13, 2024 made under the Neurocrine Biosciences, Inc. 2020 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on May 1, 2024 | |
| 10.21+ | Description: | Form of Stock Option Grant Notice and Option Agreement for grants made to Kevin Gorman on or after February 13, 2024 made under the Neurocrine Biosciences, Inc. 2020 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed on May 1, 2024 | |
| 10.22+ | Description: | Form of Stock Option Grant Notice and Option Agreement for use under the Neurocrine Biosciences, Inc. 2020 Equity Incentive Plan, and Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement for use under the Neurocrine Biosciences, Inc. 2020 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 10.17 of the Company’s Annual Report on Form 10-K filed on February 11, 2022 | |
| 10.23+ | Description: | Form of Stock Option Grant Notice and Option Agreement for grants made on or after January 30, 2025 made under the Neurocrine Biosciences, Inc. 2020 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on May 5, 2025 | |
| 10.24+ | Description: | Neurocrine Biosciences, Inc. 2025 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.2 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| 10.25+ | Description: | Form of Standard Stock Option Grant Notice and Option Agreement for use under the Neurocrine Biosciences, Inc. 2025 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.3 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| 10.26+ | Description: | Form of Standard Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement for use under the Neurocrine Biosciences, Inc. 2025 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.4 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| 10.27+ | Description: | Form of Director Stock Option Grant Notice and Option Agreement for use under the Neurocrine Biosciences, Inc. 2025 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.5 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| 10.28+ | Description: | Form of Director Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement for use under the Neurocrine Biosciences, Inc. 2025 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.6 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| 10.29+ | Description: | Form of Non-U.S. Stock Option Grant Notice and Option Agreement for use under the Neurocrine Biosciences, Inc. 2025 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.7 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| 10.30+ | Description: | Form of Non-U.S. Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement for use under the Neurocrine Biosciences, Inc. 2025 Equity Incentive Plan |
| Reference: | Incorporated by reference to Exhibit 99.8 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| 10.31+ | Description: | Neurocrine Biosciences, Inc. Inducement Plan, as amended |
| Reference: | Incorporated by reference to Exhibit 10.17 of the Company’s Annual Report on Form 10-K filed on February 13, 2018 | |
| 10.32+ | Description: | Form of Stock Option Grant Notice and Option Agreement for use under the Neurocrine Biosciences, Inc. Inducement Plan, and Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement for use under the Neurocrine Biosciences, Inc. Inducement Plan |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on July 29, 2015 | |
| 10.33+ | Description: | Neurocrine Biosciences, Inc. 2018 Employee Stock Purchase Plan, as amended and restated |
| Reference: | Incorporated by reference to Exhibit 99.1 of the Company’s Registration Statement on Form S-8 (Registration No. 333-287477) | |
| Agreements with Officers and Directors: | ||
|---|---|---|
| 10.34+ | Description: | Neurocrine Biosciences, Inc. Executive Severance Plan effective February 7, 2025 |
| Reference: | Incorporated by reference to Exhibit 10.26 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 10.35+ | Description: | Form of Indemnity Agreement entered into between the Company and its officers and directors |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on November 1, 2017 | |
| 10.36+ | Description: | Amended and Restated Employment Agreement effective February 7, 2025 between the Company and Kyle W. Gano, Ph.D. |
| Reference: | Incorporated by reference to Exhibit 10.31 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 10.37+ | Description: | Amended and Restated Employment Agreement effective February 7, 2025 between the Company and Matthew C. Abernethy |
| Reference: | Incorporated by reference to Exhibit 10.32 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 10.38+ | Description: | Amended and Restated Employment Agreement effective February 7, 2025 between the Company and Eric Benevich |
| Reference: | Incorporated by reference to Exhibit 10.33 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 10.39+ | Description: | Employment Agreement effective April 2, 2025 between the Company and Sanjay Keswani |
| 10.40+ | Description: | Amended and Restated Employment Agreement effective February 7, 2025 between the Company and Jude Onyia |
| Reference: | Incorporated by reference to Exhibit 10.34 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 10.41+ | Description: | Amended and Restated Employment Agreement effective February 7, 2025 between the Company and Eiry W. Roberts |
| Reference: | Incorporated by reference to Exhibit 10.35 of the Company’s Annual Report on Form 10-K filed on February 10, 2025 | |
| 10.42+ | Description: | Amended and Restated Employment Agreement dated May 30, 2025 between the Company and Eiry W. Roberts, M.D. |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on May 30, 2025 | |
| 10.43+ | Description: | Amendment to Amended and Restated Employment Agreement dated November 21, 2025 between the Company and Eiry W. Roberts, M.D. |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on November 24, 2025 | |
| Agreements Related to Real Property: | ||
|---|---|---|
| 10.44 | Description: | Amended and Restated Lease dated November 1, 2011 between the Company and Kilroy Realty, L.P. |
| Reference: | Incorporated by reference to Exhibit 99.2 of the Company’s Current Report on Form 8-K filed on January 18, 2012 | |
| 10.45 | Description: | First Amendment to Amended and Restated Lease between the Company and Kilroy Realty, L.P., dated June 5, 2017 |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on August 3, 2017 | |
| 10.46 | Description: | Second Amendment to Amended and Restated Lease between the Company and Kilroy Realty, L.P., dated October 12, 2017 |
| Reference: | Incorporated by reference to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed on November 1, 2017 | |
| 10.47 | Description: | Third Amendment to Amended and Restated Lease between the Company and Kilroy Realty, L.P. dated August 7, 2019 |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on November 4, 2019 | |
| 10.48 | Description: | Commercial Lease dated February 8, 2022, by and between the Company and Gemdale Aperture Phase I, LLC |
| Reference: | Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q filed on May 4, 2022 | |
| + | Management contract or compensatory plan or arrangement. |
|---|---|
| * | Certain information in this exhibit has been omitted pursuant to Item 601 of Regulation S-K. |
| ** | These certifications are being furnished solely to accompany this annual report pursuant to 18 U.S.C. Section 1350 and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934 and are not to be incorporated by reference into any filing of Neurocrine Biosciences, Inc., whether made before or after the date hereof, regardless of any general incorporation language in such filing. |
| Except as specifically noted above, the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K have a Commission File Number of 000-22705. |
(c) Financial Statement Schedules. See Item 15(a)(2) above.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NEUROCRINE BIOSCIENCES, INC. | |
|---|---|
| (Registrant) | |
| By: | /s/ Kyle W. Gano |
| Kyle W. Gano | |
| Chief Executive Officer | |
| Date: | February 11, 2026 |
| By: | /s/ Matthew C. Abernethy |
| Matthew C. Abernethy | |
| Chief Financial Officer | |
| Date: | February 11, 2026 |
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Kyle W. Gano and Matthew C. Abernethy, and each of them, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution for him or her, and in his or her name in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power of authority to do and perform each and every act and thing requisite and necessary to be done therewith, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and any of them, his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Registrant and in the capacities indicated as of February 11, 2026:
| Signature | Title |
|---|---|
| /s/ Kyle W. Gano | Chief Executive Officer and Director |
| Kyle W. Gano, Ph.D. | (Principal Executive Officer) |
| /s/ Matthew C. Abernethy | Chief Financial Officer |
| Matthew C. Abernethy | (Principal Financial and Accounting Officer) |
| /s/ William H. Rastetter | Chairman of the Board of Directors |
| William H. Rastetter, Ph.D. | |
| /s/ Kevin C. Gorman | Director |
| Kevin C. Gorman, Ph.D. | |
| /s/ Gary A. Lyons | Director |
| Gary A. Lyons | |
| /s/ Johanna Mercier | Director |
| Johanna Mercier | |
| /s/ George J. Morrow | Director |
| George J. Morrow | |
| /s/ Leslie V. Norwalk | Director |
| Leslie V. Norwalk | |
| /s/ Christine A. Poon | Director |
| Christine A. Poon | |
| /s/ Richard F. Pops | Director |
| Richard F. Pops | |
| /s/ Shalini Sharp | Director |
| Shalini Sharp | |
| /s/ Stephen A. Sherwin | Director |
| Stephen A. Sherwin, M.D. | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.