EXELIXIS INC
For the period ended Jan 3, 2025. Filed Feb 11, 2025.
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FY2025 · Filed Feb 11, 2025
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Item 15. Exhibits and Financial Statement Schedules
(a)The following documents are being filed as part of this report:
(1) The following financial statements and the Report of Independent Registered Public Accounting Firm are included in Part II, Item 8:
| Page | |
|---|---|
| Report of Independent Registered Public Accounting Firm (PCAOB ID: 42) | 79 |
| Consolidated Balance Sheets | 81 |
| Consolidated Statements of Income | 82 |
| Consolidated Statements of Comprehensive Income | 82 |
| Consolidated Statements of Stockholders’ Equity | 83 |
| Consolidated Statements of Cash Flows | 84 |
| Notes to Consolidated Financial Statements | 85 |
(2) All financial statement schedules are omitted because the information is inapplicable or presented in the Notes to Consolidated Financial Statements.
(3) The following Exhibits are filed as part of this report.
| ExhibitNumber · Exhibit Description · Incorporation by Reference · FiledHerewith | |||||
|---|---|---|---|---|---|
| Form · File Number · Exhibit/AppendixReference · Filing Date | |||||
| 3.1 | Restated Certificate of Incorporation of Exelixis, Inc. | 10-Q | 000-30235 | 3.1 | 8/5/2021 |
| 3.2 | Certificate of Change of Registered Agent and/or Registered Office | 10-Q | 000-30235 | 3.2 | 4/30/2024 |
| 3.3 | Amended and Restated Bylaws of Exelixis, Inc. | 8-K | 000-30235 | 3.1 | 12/20/2023 |
| 4.1 | Specimen Common Stock Certificate. | 10-Q | 000-30235 | 4.1 | 8/5/2021 |
| 4.2 | Description of the Common Stock of Exelixis, Inc. Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, as amended | 10-K | 000-30235 | 4.2 | 2/18/2022 |
| 10.1† | Form of Indemnification Agreement | 10-K | 000-30235 | 10.1 | 2/18/2022 |
| 10.2† | Exelixis, Inc. 2000 Employee Stock Purchase Plan | 10-Q | 000-30235 | 10.1 | 8/6/2024 |
| 10.3† | Exelixis, Inc. 2014 Equity Incentive Plan | 10-Q | 000-30235 | 10.1 | 8/6/2020 |
| 10.4† | Form of Stock Option Agreement under the Exelixis, Inc. 2014 Equity Incentive Plan | 10-Q | 000-30235 | 10.2 | 7/31/2014 |
| 10.5† | Form of Stock Option Agreement (Non-Employee Director) under the Exelixis, Inc. 2014 Equity Incentive Plan | 10-Q | 000-30235 | 10.4 | 7/31/2014 |
| 10.6† | Form of Restricted Stock Unit Agreement under the Exelixis, Inc. 2014 Equity Incentive Plan | 10-Q | 000-30235 | 10.5 | 7/31/2014 |
| 10.7† | Exelixis, Inc. 2016 Inducement Award Plan | 10-Q | 000-30235 | 10.2 | 8/6/2020 |
| 10.8† | Exelixis, Inc. 2017 Equity Incentive Plan | 10-Q | 000-30235 | 10.1 | 8/9/2022 |
| ExhibitNumber · Exhibit Description · Incorporation by Reference · FiledHerewith | |||||
|---|---|---|---|---|---|
| Form · File Number · Exhibit/AppendixReference · Filing Date | |||||
| 10.9† | Form of Stock Option Agreement under the Exelixis, Inc. 2017 Equity Incentive Plan | 10-K | 000-30235 | 10.11 | 2/11/2021 |
| 10.10† | Form of Stock Option Agreement (Non-Employee Director) under the Exelixis, Inc. 2017 Equity Incentive Plan | 10-K | 000-30235 | 10.22 | 2/26/2018 |
| 10.11† | Form of Restricted Stock Unit Agreement under the Exelixis, Inc. 2017 Equity Incentive Plan | 10-Q | 000-30235 | 10.5 | 8/6/2020 |
| 10.12† | Form of Restricted Stock Unit Agreement (Non-Employee Director) under the Exelixis, Inc. 2017 Equity Incentive Plan | 10-Q | 000-30235 | 10.6 | 8/6/2020 |
| 10.13† | Non-Employee Director Equity Compensation Policy | 10-Q | 000-30235 | 10.4 | 5/5/2020 |
| 10.14† | Offer Letter Agreement, dated February 3, 2000, between Exelixis, Inc. and Michael Morrissey, Ph.D. | 10-Q | 000-30235 | 10.43 | 8/5/2004 |
| 10.15† | Offer Letter Agreement, dated July 1, 2015, between Exelixis, Inc. and Christopher Senner | 10-Q | 000-30235 | 10.5 | 11/10/2015 |
| 10.16† | Offer Letter Agreement, dated August 27, 2023, between Exelixis, Inc. and Amy C. Peterson | 10-K | 000-30235 | 10.18 | 2/6/2024 |
| 10.17† | Offer Letter Agreement, dated February 10, 2014, between Exelixis, Inc. and Jeffrey J. Hessekiel. | 10-Q | 000-30235 | 10.4 | 5/1/2014 |
| 10.18† | Terms of Employment Offer, dated December 15, 2022, for Dana T. Aftab, Ph.D. | 10-K | 000-30235 | 10.20 | 2/7/2023 |
| 10.19† | Offer Letter Agreement, dated August 19, 2010, between Exelixis, Inc. and Patrick J. Haley | 10-K | 000-30235 | 10.26 | 2/27/2017 |
| 10.20† | Annual Cash Bonus Compensation Plan for Executives | 8-K | 000-30235 | 10.1 | 2/16/2018 |
| 10.21† | Cash Compensation Information for Non-Employee Directors. | 10-K | 000-30235 | 10.23 | 2/6/2024 |
| 10.22† | Exelixis, Inc. Change in Control and Severance Benefit Plan, as amended and restated. | 10-K | 000-30235 | 10.24 | 2/6/2024 |
| 10.23 | Lease Agreement dated May 2, 2017, between Ascentris 105, LLC and Exelixis, Inc. | 10-Q | 000-30235 | 10.1 | 8/2/2017 |
| 10.24 | First Amendment dated October 16, 2017, to Lease Agreement dated May 2, 2017, between Ascentris 105, LLC and Exelixis, Inc. | 10-K | 000-30235 | 10.39 | 2/26/2018 |
| 10.25 | Second Amendment dated June 13, 2018, to Lease Agreement dated May 2, 2017, between Ascentris 105, LLC and Exelixis, Inc. | 10-Q | 000-30235 | 10.2 | 8/1/2018 |
| ExhibitNumber · Exhibit Description · Incorporation by Reference · FiledHerewith | |||||
|---|---|---|---|---|---|
| Form · File Number · Exhibit/AppendixReference · Filing Date | |||||
| 10.26 | Third Amendment dated April 1, 2019, to Lease Agreement dated May 2, 2017, between Ascentris 105, LLC and Exelixis, Inc. | 8-K | 000-30235 | 10.1 | 4/5/2019 |
| 10.27 | Fourth Amendment dated August 30, 2019, to Lease Agreement dated May 2, 2017, between Hillwood Enterprises, L.P. (as successor in interest to Ascentris 105, LLC) and Exelixis, Inc. | 10-Q | 000-30235 | 10.3 | 10/30/2019 |
| 10.28 | Fifth Amendment dated January 16, 2020, to Lease Agreement dated May 2, 2017, between Waterfront EDP, LLC (as successor in interest to Hillwood Enterprises, L.P.) and Exelixis, Inc. | 10-K | 000-30235 | 10.37 | 2/25/2020 |
| 10.29 | Sixth Amendment dated December 11, 2020, to Lease Agreement dated May 2, 2017, between SCG Harbor Bay Parkway Phase I, LLC (as successor in interest to Waterfront EDP, LLC) and Exelixis, Inc. | 10-K | 000-30235 | 10.32 | 2/11/2021 |
| 10.30 | Seventh Amendment dated May 16, 2022, to Lease Agreement dated May 2, 2017, between SCG Harbor Bay Parkway Phase I, LLC and Exelixis, Inc. | 10-Q | 000-30235 | 10.3 | 8/9/2022 |
| 10.31 | Lease Agreement dated October 25, 2019, between Ernst Development Partners, Inc. and Exelixis, Inc. | 10-Q | 000-30235 | 10.2 | 10/30/2019 |
| 10.32 | First Amendment dated January 16, 2020, to Lease Agreement dated October 25, 2019, between Alameda BTS EDP, LLC (as successor in interest to Ernst Development Partners, Inc.) and Exelixis, Inc. | 10-K | 000-30235 | 10.39 | 2/25/2020 |
| 10.33** | Collaboration and License Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.1 | 5/6/2021 |
| 10.34** | First Amendment dated December 20, 2016, to the Collaboration and License Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.2 | 5/6/2021 |
| 10.35** | Second Amendment dated September 14, 2017, to the Collaboration and License Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.3 | 5/6/2021 |
| 10.36** | Third Amendment dated October 26, 2017, to the Collaboration and License Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.4 | 5/6/2021 |
| ExhibitNumber · Exhibit Description · Incorporation by Reference · FiledHerewith | ||||||
|---|---|---|---|---|---|---|
| Form · File Number · Exhibit/AppendixReference · Filing Date | ||||||
| 10.37** | Fourth Amendment dated October 11, 2022, to the Collaboration and License Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-K | 000-30235 | 10.40 | 2/7/2023 | |
| 10.38** | Fifth Amendment dated August 24, 2023, to the Collaboration and License Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.1 | 11/1/2023 | |
| 10.39** | Supply Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.5 | 5/6/2021 | |
| 10.40** | First Amendment dated October 26, 2017, to the Supply Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.6 | 5/6/2021 | |
| 10.41** | Second Amendment dated May 17, 2019, to the Supply Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-Q | 000-30235 | 10.2 | 7/31/2019 | |
| 10.42** | Third Amendment dated December 10, 2021, to the Supply Agreement dated February 29, 2016, by and between Exelixis, Inc. and Ipsen Pharma SAS | 10-K | 000-30235 | 10.42 | 2/18/2022 | |
| 10.43** | Collaboration and License Agreement dated January 30, 2017, by and between Exelixis, Inc. and Takeda Pharmaceutical Company Limited | 10-Q | 000-30235 | 10.1 | 5/10/2022 | |
| 10.44* | First Amendment dated March 22, 2018, to the Collaboration and License Agreement dated January 30, 2017, by and between Exelixis, Inc. and Takeda Pharmaceutical Company Limited | 10-Q | 000-30235 | 10.1 | 8/1/2018 | |
| 10.45** | Second Amendment dated May 7, 2019, to the Collaboration and License Agreement dated January 30, 2017, by and between Exelixis, Inc. and Takeda Pharmaceutical Company Limited | 10-Q | 000-30235 | 10.2 | 5/10/2022 | |
| 10.46** | Third Amendment dated September 3, 2020, to the Collaboration and License Agreement dated January 30, 2017, by and between Exelixis, Inc. and Takeda Pharmaceutical Company Limited | 10-Q | 000-30235 | 10.1 | 11/5/2020 | |
| 10.47** | Joint Clinical Research Agreement dated December 18, 2019, by and between Exelixis, Inc. and F. Hoffmann-La Roche Ltd | 10-K | 000-30235 | 10.62 | 2/25/2020 | |
| 19.1 | Exelixis, Inc. Insider Trading Policy | X | ||||
| 19.2 | Exelixis, Inc. Rule 10b5-1 Trading Plan Policy | X | ||||
| 21.1 | Subsidiaries of Exelixis, Inc. | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm | X | ||||
| ExhibitNumber · Exhibit Description · Incorporation by Reference · FiledHerewith | ||||||
|---|---|---|---|---|---|---|
| Form · File Number · Exhibit/AppendixReference · Filing Date | ||||||
| 24.1 · Power of Attorney (contained on signature page) · X | ||||||
| 31.1 · Certification of Principal Executive Officer Pursuant to Exchange Act Rules 13a-14(a) and Rule 15d-14(a) · X | ||||||
| 31.2 · Certification of Principal Financial Officer Pursuant to Exchange Act Rules 13a-14(a) and Rule 15d-14(a) · X | ||||||
| 32.1‡ · Certifications of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 · X | ||||||
| 97.1† | Exelixis, Inc. Policy for Recoupment of Variable Compensation, amended and restated | 10-K | 000-30235 | 97.1 | 2/6/2024 | |
| 101.INS | XBRL Instance Document | The XBRL instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Labels Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File | Formatted as Inline XBRL and contained in Exhibit 101. | ||||
| † | Management contract or compensatory plan. |
|---|---|
| * | Confidential treatment granted for certain portions of this exhibit. |
| ** | Portions of this exhibit have been omitted as being immaterial and would be competitively harmful if publicly disclosed. |
| ‡ | This certification accompanies this Annual Report on Form 10-K, is not deemed filed with the SEC and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of this Annual Report on Form 10-K), irrespective of any general incorporation language contained in such filing. |
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