Sarepta Therapeutics Inc
For the period ended Dec 31, 2023. Filed Feb 28, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 28, 2024
SRPT$16.42-4.8%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits, Financial Statement Schedules
(a) The following documents are filed as part of this Annual Report on Form 10-K:
(1) Financial Statements
The following consolidated financial statements of the Company and the Report of KPMG LLP, Independent Registered Public Accounting Firm, are included in Part IV of this Annual Report on Form 10-K on the pages indicated:
| Report of Independent Registered Public Accounting Firm (KPMG LLP, Boston, MA, Auditor Firm ID: 185) | F-2 |
|---|---|
| Consolidated Balance Sheets | F-4 |
| Consolidated Statements of Operations and Comprehensive Loss | F-5 |
| Consolidated Statements of Stockholders’ Equity | F-6 |
| Consolidated Statements of Cash Flows | F-7 |
| Notes to Consolidated Financial Statements | F-8 |
(2) Financial Statement Schedules
All schedules are omitted because they are not applicable or the required information is shown in the consolidated financial statements or the notes thereto.
(3) Exhibits
The exhibits required by Item 601 of Regulation S-K are listed in paragraph (b) below.
(b) Exhibits.
The following exhibits are filed herewith or are incorporated by reference to exhibits filed with the SEC:
| Incorporated by Reference to Filings Indicated | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File No. · Exhibit · FilingDate · ProvidedHerewith | |||||
| 2.1 | Agreement and Plan of Merger dated June 6, 2013 between Sarepta Therapeutics, Inc., a Delaware corporation, and Sarepta Therapeutics, Inc., an Oregon corporation. | 8-K12B | 001-14895 | 2.1 | 6/6/13 |
| 2.2* | Warrant to Purchase Common Stock of Myonexus Therapeutics, Inc., issued by Myonexus Therapeutics, Inc. to Sarepta Therapeutics, Inc., dated as of May 3, 2018. | 10-Q | 001-14895 | 2.1 | 8/8/18 |
| 3.1 | Amended and Restated Certificate of Incorporation. | 8-K12B | 001-14895 | 3.1 | 6/6/13 |
| 3.2 | Amendment to the Amended and Restated Certificate of Incorporation. | 8-K | 001-14895 | 3.1 | 6/30/15 |
| 3.3 | Second Amended and Restated ByLaws of Sarepta Therapeutics, Inc. | 8-K | 001-14895 | 3.1 | 12/13/22 |
| 4.1 | Form of Specimen Certificate for Common Stock. | 10-Q | 001-14895 | 4.1 | 8/8/13 |
| 4.2 | Indenture, dated as of November 14, 2017, by and between Sarepta Therapeutics, Inc. and U. S. Bank National Association (including the form of the 1.50% Convertible Senior Note due 2024). | 8-K | 001-14895 | 4.1 | 11/14/17 |
| 4.3 | Form of 2024 Note (included in Exhibit 4.2) | 8-K | 001-14895 | 4.2 | 11/14/17 |
| 4.4 | Indenture, dated as of September 16, 2022, by and between Sarepta Therapeutics, Inc. and U. S. Bank | 8-K | 001-14895 | 4.1 | 9/19/22 |
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| Trust Company, National Association (including the form of the 1.250% Convertible Senior Note due 2027). | |||||
|---|---|---|---|---|---|
| 4.5 | Form of 2027 Note (included in Exhibit 4.4) | 8-K | 001-14895 | 4.2 | 9/19/22 |
| 4.6 | Description of Registered Securities | 10-K | 001-14895 | 4.4 | 2/26/20 |
| 10.1† | Sarepta Therapeutics, Inc. Amended and Restated 2011 Equity Incentive Plan. | 8-K | 001-14895 | 10.1 | 7/1/16 |
| 10.2† | Form of Stock Option Award Agreement under the Amended and Restated 2011 Equity Incentive Plan. | 10-K | 001-14895 | 10.13 | 2/28/17 |
| 10.3† | Form of Restricted Stock Agreement under the Amended and Restated 2011 Equity Incentive Plan. | 10-K | 001-14895 | 10.14 | 2/28/17 |
| 10.4† | Form of Restricted Stock Unit Award Agreement under 2011 Equity Incentive Plan. | 10-K | 001-14895 | 10.17 | 2/28/17 |
| 10.5† | Form of Stock Appreciation Right Award Agreement under the 2011 Equity Incentive Plan. | 10-K | 001-14895 | 10.18 | 2/28/17 |
| 10.6† | Sarepta Therapeutics, Inc. Amended and Restated 2013 Employee Stock Purchase Plan. | 8-K | 001-14895 | 10.2 | 7/1/16 |
| 10.7† | Sarepta Therapeutics, Inc. 2014 Employment Commencement Incentive Plan, as amended. | S-8 | 001-14895 | 4.4 | 2/25/16 |
| 10.8† | Form of Stock Option Award Agreement under 2014 Employment Commencement Incentive Plan | 10-K | 001-14895 | 10.28 | 3/3/14 |
| 10.9* | Amended and Restated Exclusive License Agreement by and among The University of Western Australia, Sarepta Therapeutics, Inc., and Sarepta International CV dated April 10, 2013. | 10-Q | 001-14895 | 10.1 | 5/9/13 |
| 10.10* | First Amendment to License Agreement by and among The University of Western Australia, Sarepta Therapeutics, Inc., and Sarepta International CV dated June 19, 2016. | 10-Q | 001-14895 | 10.1 | 8/9/16 |
| 10.11 | Lease Agreement dated June 25, 2013 by and between Sarepta Therapeutics, Inc. and ARE-MA Region No. 38, LLC. | 8-K | 001-14895 | 10.1 | 7/1/13 |
| 10.12† | Amendment No. 1 to the Sarepta Therapeutics, Inc. Amended and Restated 2011 Equity Incentive Plan | 8-K | 001-14895 | 10.1 | 6/30/15 |
| 10.13 | Asset Purchase Agreement dated February 20, 2017 by and between Sarepta Therapeutics Inc. and Gilead Sciences, Inc. | 10-Q | 001-14895 | 10.1 | 5/4/17 |
| 10.14† | Employment Agreement, dated as of June 26, 2017, between Sarepta Therapeutics, Inc. and Douglas S. Ingram | 8-K | 001-14895 | 10.1 | 6/28/17 |
| 10.15† | Change in Control and Severance Agreement by and between Douglas S. Ingram and Sarepta Therapeutics, Inc., effective June 26, 2017 | 8-K | 001-14895 | 10.2 | 6/28/17 |
| 10.16† | Amendment No. 1 to the Sarepta Therapeutics, Inc. 2014 Employment Commencement Incentive Plan | 8-K | 001-14895 | 10.3 | 6/28/17 |
| 10.17† | Restricted Stock Agreement under the 2014 Employment Commencement Incentive Plan | 8-K | 001-14895 | 10.4 | 6/28/17 |
| 10.18† | Performance Stock Option Award Agreement under the 2014 Employment Commencement Incentive Plan | 8-K | 001-14895 | 10.5 | 6/28/17 |
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| 10.19* | Settlement Agreement between Sarepta Therapeutics, Inc., Sarepta International C.V. and The University of Western Australia on the one hand, and BioMarin Leiden Holding BV, BioMarin Nederlands BV and BioMarin Technologies BV on the other hand dated July 17, 2017 | 10-Q | 001-14895 | 10.7 | 8/3/17 |
| 10.20* | License Agreement between Sarepta Therapeutics, Inc. and Sarepta International C.V. on the one hand and BioMarin Leiden Holding BV, BioMarin Nederlands BV and BioMarin Technologies BV on the other hand dated July 17, 2017 | 10-Q | 001-14895 | 10.8 | 8/3/17 |
| 10.21 | Base Call Option Transaction Confirmation, dated as of November 8, 2017, between Sarepta Therapeutics, Inc. and JPMorgan Chase Bank, National Association, London Branch. | 8-K | 001-14895 | 10.1 | 11/14/17 |
| 10.22 | Base Call Option Transaction Confirmation, dated as of November 8, 2017, between Sarepta Therapeutics, Inc. and Goldman Sachs & Co. LLC. | 8-K | 001-14895 | 10.2 | 11/14/17 |
| 10.23 | Additional Call Option Transaction Confirmation, dated as of November 9, 2017, between Sarepta Therapeutics, Inc. and JPMorgan Chase Bank, National Association, London Branch | 8-K | 001-14895 | 10.3 | 11/14/17 |
| 10.24 | Additional Call Option Transaction Confirmation, dated as of November 9, 2017, between Sarepta Therapeutics, Inc. and Goldman Sachs & Co. LLC | 8-K | 001-14895 | 10.4 | 11/14/17 |
| 10.25 | Base Call Option Transaction Confirmation, dated as of September 13, 2022, between Sarepta Therapeutics, Inc. and Barclays Bank PLC. | 8-K | 001-14895 | 10.3 | 9/19/22 |
| 10.26 | Base Call Option Transaction Confirmation, dated as of September 13, 2022, between Sarepta Therapeutics, Inc. and Goldman Sachs & Co. LLC. | 8-K | 001-14895 | 10.4 | 9/19/22 |
| 10.27 | Base Call Option Transaction Confirmation, dated as of September 13, 2022, between Sarepta Therapeutics, Inc. and Mizuho Markets Americas LLC. | 8-K | 001-14895 | 10.5 | 9/19/22 |
| 10.28 | Base Call Option Transaction Confirmation, dated as of September 13, 2022, between Sarepta Therapeutics, Inc. and Morgan Stanley & Co. LLC. | 8-K | 001-14895 | 10.6 | 9/19/22 |
| 10.29 | Base Call Option Transaction Confirmation, dated as of September 13, 2022, between Sarepta Therapeutics, Inc. and RBC Capital Markets, LLC. | 8-K | 001-14895 | 10.7 | 9/19/22 |
| 10.30 | Additional Call Option Transaction Confirmation, dated as of September 14, 2022 between Sarepta Therapeutics, Inc. and Barclays Bank PLC. | 8-K | 001-14895 | 10.8 | 9/19/22 |
| 10.31 | Additional Call Option Transaction Confirmation, dated as of September 14, 2022 between Sarepta Therapeutics, Inc. and Goldman Sachs & Co. LLC. | 8-K | 001-14895 | 10.9 | 9/19/22 |
| 10.32 | Additional Call Option Transaction Confirmation, dated as of September 14, 2022 between Sarepta Therapeutics, Inc. and Mizuho Markets Americas LLC. | 8-K | 001-14895 | 10.10 | 9/19/22 |
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| 10.33 | Additional Call Option Transaction Confirmation, dated as of September 14, 2022 between Sarepta Therapeutics, Inc. and Morgan Stanley & Co. LLC. | 8-K | 001-14895 | 10.11 | 9/19/22 |
| 10.34 | Additional Call Option Transaction Confirmation, dated as of September 14, 2022 between Sarepta Therapeutics, Inc. and RBC Capital markets, LLC. | 8-K | 001-14895 | 10.12 | 9/19/22 |
| 10.35 | Seventh Amendment to a Lease Agreement between the Company and ARE-MA Region No. 38, LLC dated April 27, 2018 | 10-Q | 001-14895 | 10.4 | 5/3/18 |
| 10.36† | Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 10-Q | 001-14895 | 10.1 | 8/8/18 |
| 10.37† | Letter Agreement between Douglas S. Ingram and Sarepta Therapeutics, Inc. dated June 26, 2018 | 10-Q | 001-14895 | 10.4 | 8/8/18 |
| 10.38† | Form of Restricted Stock Unit Award Agreement under Sarepta Therapeutics, Inc. 2014 Employment Commencement Incentive Plan | 10-Q | 001-14895 | 10.5 | 8/8/18 |
| 10.39† | Amendment No. 2 to the Sarepta Therapeutics, Inc. 2014 Employment Commencement Incentive Plan | 10-Q | 001-14895 | 10.6 | 8/8/18 |
| 10.40† | Form of Stock Option Award Agreement under Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 10-Q | 001-14895 | 10.1 | 10/31/18 |
| 10.41† | Form of Restricted Stock Award Agreement under Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 10-Q | 001-14895 | 10.2 | 10/31/18 |
| 10.42† | Form of Restricted Stock Unit Award Agreement under Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 10-Q | 001-14895 | 10.3 | 10/31/18 |
| 10.43† | Form of Stock Appreciation Right Award Agreement under Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 10-Q | 001-14895 | 10.4 | 10/31/18 |
| 10.44† | Form of Performance-Based Restricted Stock Unit Award Agreement under Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 10-Q | 001-14895 | 10.1 | 05/4/22 |
| 10.45† | Amendment to Restricted Stock Award Agreement between Douglas S. Ingram and Sarepta Therapeutics, Inc. dated December 17, 2018 | 10-K | 001-14895 | 10.75 | 2/28/19 |
| 10.46^ | Amendment No. 1 to License Agreement between Sarepta Therapeutics, Inc. and ST International Holdings Two, Inc. on the one hand and BioMarin Leiden Holding BV, BioMarin Nederlands BV and BioMarin Technologies BV on the other hand | 10-Q | 001-14895 | 10.1 | 8/7/19 |
| 10.47† | Amendment No. 1 to the Sarepta Therapeutics, Inc. Amended and Restated 2013 Employment Stock Purchase Plan (as Amended and Restated on June 27, 2016) | 10-Q | 001-14895 | 10.4 | 8/7/19 |
| 10.48 | Letter Agreement between Sarepta Therapeutics, Inc. and Myonexus Therapeutics, Inc. dated February 26, 2019 | 10-Q | 001-14895 | 10.1 | 5/8/19 |
| 10.49† | Form of Executive Vice President Severance Letter Agreement | 10-Q | 001-14895 | 10.2 | 5/8/19 |
| 10.50† | Form of Executive Vice President Change in Control and Severance Agreement | 10-Q | 001-14895 | 10.3 | 5/8/19 |
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| 10.51^ | License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd dated December 21, 2019 | 10-K | 001-14895 | 10.51 | 2/26/20 |
| 10.52 | Stock Purchase Agreement between Sarepta Therapeutics, Inc. and Roche Finance Ltd dated December 21, 2019 | 10-K | 001-14895 | 10.52 | 2/26/20 |
| 10.53† | Director Compensation Policy | 10-K | 001-14895 | 10.55 | 2/26/20 |
| 10.54† | Amendment No. 2 to the Sarepta Therapeutics, Inc. 2014 Employment Commencement Incentive Plan | 8-K | 001-14895 | 10.1 | 2/21/20 |
| 10.55† | Amendment No. 1 to the Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 8-K | 001-14895 | 10.1 | 6/8/2020 |
| 10.56† | Amendment No. 2 to the Sarepta Therapeutics, Inc. 2018 Equity Incentive Plan | 10-Q | 001-14895 | 10.1 | 8/2/2022 |
| 10.57† | Promotion Letter dated December 14, 2020 by and between Sarepta Therapeutics, Inc. and Louise Rodino-Klapac | 10-K | 001-14895 | 10.59 | 3/1/21 |
| 10.58† | Offer Letter dated April 19, 2018 by and between Sarepta Therapeutics, Inc. and Louise Rodino-Klapac | 10-K | 001-14895 | 10.60 | 3/1/21 |
| 10.59† | Promotion Letter dated December 14, 2020 by and between Sarepta Therapeutics, Inc. and Ian M. Estepan | 10-K | 001-14895 | 10.61 | 3/1/21 |
| 10.60† | Offer Letter dated by December 18, 2014 and between Sarepta Therapeutics, Inc. and Ian M. Estepan | 10-K | 001-14895 | 10.62 | 3/1/21 |
| 10.61 | Amendment no. 1 dated October 23, 2020 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd dated December 21, 2019 | 10-Q | 001-14895 | 10.1 | 8/4/21 |
| 10.62 | Amendment no. 2 dated October 28, 2020 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | 10-Q | 001-14895 | 10.2 | 8/4/21 |
| 10.63 | Amendment no. 3 dated February 4, 2021 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | 10-Q | 001-14895 | 10.3 | 8/4/21 |
| 10.64 | Amendment no. 4 dated June 23, 2021 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | 10-Q | 001-14895 | 10.4 | 8/4/21 |
| 10.65 | Amendment no. 5 dated August 31, 2021 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019. | 10-Q | 001-14895 | 10.1 | 11/3/21 |
| 10.66 | Amendment no. 6 dated November 30, 2021 to the License, Collaboration, and Option Agreement | 10-K | 001-14895 | 10.62 | 3/1/22 |
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| between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | ||||||
|---|---|---|---|---|---|---|
| 10.67 | Amendment no. 7 dated January 5, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | 10-K | 001-14895 | 10.63 | 3/1/22 | |
| 10.68 | Amendment no. 8 dated January 28, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | 10-K | 001-14895 | 10.64 | 3/1/22 | |
| 10.69 | Amendment no. 9 dated March 23, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | 10-Q | 001-14895 | 10.2 | 8/2/2022 | |
| 10.70 | Amendment no. 10 dated May 31, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | 10-K | 001-14895 | 10.70 | 2/28/2023 | |
| 10.71 | Amendment no. 11 dated June 23, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | X | ||||
| 10.72 | Amendment no. 12 dated July 28, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | X | ||||
| 10.73 | Amendment no. 13 dated August 31, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | X | ||||
| 10.74 | Amendment no. 14 dated October 31, 2022 to the License, Collaboration, and Option Agreement between Sarepta Therapeutics Three, LLC and F. Hoffman-La Roche Ltd, dated December 21, 2019 | X | ||||
| 10.75^ | Amendment No. 2, dated November 17, 2021 to License Agreement between Sarepta Therapeutics, Inc. and ST International Holdings Two, Inc. on the one hand and BioMarin Leiden Holding BV, BioMarin Nederlands BV and BioMarin Technologies BV on the other hand | 10-K | 001-14895 | 10.66 | 3/1/22 | |
| 10.76† | Letter Agreement, dated November 18, 2022, between Sarepta Therapeutics, Inc. and Douglas S. Ingram | 10-K | 001-14895 | 10.72 | 2/28/23 | |
| 10.77 | Sarepta Therapeutics Inc.'s Policy for Recoupment of Incentive Compensation | X | ||||
| 10.78^ | Amended and Restated Lead DMD ProductManufacturing and Supply Agreement betweenCatalent Maryland, Inc. and Sarepta Therapeutics Three, LLC | 10-Q | 001-14895 | 10.1 | 8/2/23 | |
| 10.79^ | Exclusive LicenseAgreement between the Research Institute at | 10-Q | 001-14895 | 10.2 | 8/2/23 | |
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| Nationwide Children's Hospital and SareptaTherapeutics, Inc., dated October 8, 2018 | ||||||
|---|---|---|---|---|---|---|
| 10.80^ | First Amendment to the Amended and Restated Lead DMD Product Manufacturing & Supply Agreement between Catalent Maryland, Inc. and Sarepta Therapeutics Three, LLC | 10-Q | 001-14895 | 10.5 | 8/2/23 | |
| 10.81 | Amendment No. 2 to the SareptaTherapeutics, Inc. Amended and Restated 2013Employee Stock Purchase Plan | 8-K | 001-14895 | 10.2 | 6/9/23 | |
| 10.82 | Amendment No. 3 to the Sarepta Therapeutics, Inc.2018 Equity Incentive Plan | 8-K | 001-14895 | 10.1 | 6/9/23 | |
| 10.83^ | First Amendment, dated May 29,2019, to the Exclusive License Agreement betweenResearch Institute at Nationwide Children's Hospitaland Sarepta Therapeutics, Inc. | 10-Q | 001-14895 | 10.3 | 8/2/23 | |
| 10.84^ | Second Amendment, dated July 11, 2023,to the Exclusive License Agreement betweenResearch Institute at Nationwide Children's Hospitaland Sarepta Therapeutics, Inc. | 10-Q | 001-14895 | 10.4 | 8/2/23 | |
| 21.1 | Subsidiaries of the Registrant. | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm. | X | ||||
| 24.1 | Power of Attorney (contained on signature page). | X | ||||
| 31.1 | Certification of the Company’s President and Chief Executive Officer, Douglas S. Ingram, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 31.2 | Certification of the Company’s Executive Vice President, Chief Financial Officer, Ian Estepan, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.1** | Certification of the Company’s President and Chief Executive Officer, Douglas S. Ingram, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2** | Certification of the Company’s Executive Vice President, Chief Financial Officer, Ian Estepan, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document. | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | X | ||||
| 104 | The Cover Page from the Annual Report on Form 10-K of Sarepta Therapeutics, Inc. for the year ended December 31, 2023, formatted in Inline XBRL | X | ||||
† Indicates management contract or compensatory plan, contract or arrangement.
^ Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
- Confidential treatment has been granted for portions of this exhibit.
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** Furnished herewith. This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that Section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.