Xenon Pharmaceuticals Inc
For the period ended Dec 31, 2023. Filed Feb 29, 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 29, 2024
XENE$41.39+2.3%Stored close · as of Nov 10, 2026
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Item 15. Exhibits, Financial Statement Schedules
(a)(1) Financial Statements — The financial statements included in Item 8 are filed as part of this Annual Report on Form 10-K.
(a)(2) Financial Statement Schedules — All schedules have been omitted because they are not applicable or required, or the information required to be set forth therein is included in the consolidated Financial Statements or notes thereto included in Item 8 of this Annual Report on Form 10-K.
(a)(3) Exhibits — The exhibits required by Item 601 of Regulation S-K are listed in paragraph (b) below.
(b) Exhibits — The exhibits listed in the table below are filed herewith or are incorporated by reference to exhibits previously filed with the SEC.
| ExhibitNumber · Description of Document · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Form · File No. · Exhibit · Filing Date | |||||
| 3.1 | Articles of the Company. | 10-Q | 001-36687 | 3.1 | December 15, 2014 |
| 3.1A | Articles of Amendment to the Articles of the Company, creating the Series 1 Preferred Shares. | 8-K | 001-36687 | 3.1 | March 28, 2018 |
| 3.2 | Amended and Restated By-laws of the Company. | 10-Q | 001-36687 | 3.2 | December 15, 2014 |
| 4.1 | Form of Common Share Certificate. | S-1/A | 333-198666 | 4.1 | October 6, 2014 |
| 4.2 | Warrant to Purchase Shares, dated August 3, 2018, by and between Xenon Pharmaceuticals Inc. and Silicon Valley Bank. | 8-K | 001-36687 | 4.1 | August 7, 2018 |
| 4.3 | Description of Securities. | ||||
| 4.4 | Form of Pre-Funded Warrant. | 8-K | 001-36687 | 4.1 | October 6, 2021 |
| 4.5 | Form of Pre-Funded Warrant. | 8-K | 001-36687 | 4.1 | June 23, 2022 |
| 4.6 | Form of Pre-Funded Warrant. | 8-K | 001-36687 | 4.1 | November 30, 2023 |
| 10.1# | Stock Option Plan, as amended, and form of option agreement thereunder. | S-1/A | 333-198666 | 10.7 | October 6, 2014 |
| 10.2# | Amended and Restated 2014 Equity Incentive Plan and form of share option agreement used thereunder. | 8-K | 001-36687 | 10.1 | June 2, 2022 |
| 10.3# | Form of Director and Executive Officer Indemnification Agreement. | S-1/A | 333-198666 | 10.15 | October 6, 2014 |
| 10.4† | Asset Purchase Agreement, dated April 25, 2017, by and between the Company and 1st Order Pharmaceuticals, Inc. | 10-Q | 001-36687 | 10.2 | August 3, 2017 |
| 10.5 | Milestone and Royalty Buy-Out Agreement, dated September 7, 2018, by and among Xenon Pharmaceuticals Inc., Valeant Pharmaceuticals Ireland Limited and Valeant Pharmaceuticals Luxembourg S.a.r.l. | 8-K | 001-36687 | 10.1 | September 11, 2018 |
| 10.6# | Amended and Restated Employment Agreement, dated March 19, 2019, by and between the Company and Robin Sherrington. | 10-K | 001-36687 | 10.24 | March 9, 2020 |
| 10.7# | Employment Agreement, dated July 17, 2020, by and between the Company and Christopher Von Seggern. | 10-Q | 001-36687 | 10.3 | November 5, 2020 |
| 10.8# | Employment Agreement, dated January 13, 2021, by and between the Company and Ian Mortimer. | 8-K | 001-36687 | 10.2 | January 14, 2021 |
| 10.9# | Employment Agreement, dated January 13, 2021, by and between the Company and Sherry Aulin. | 8-K | 001-36687 | 10.4 | January 14, 2021 |
| ExhibitNumber · Description of Document · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Form · File No. · Exhibit · Filing Date | |||||
| 10.10# | Employment Agreement, dated August 18, 2021, by and between the Company and Christopher Kenney. | 10-Q | 001-36687 | 10.3 | November 10, 2021 |
| 10.11# | 2019 Inducement Equity Incentive Plan and related form of share option agreement. | 8-K | 001-36687 | 10.1 | September 10, 2019 |
| 10.12†† | License and Collaboration Agreement, dated as of December 2, 2019, by and between Xenon Pharmaceuticals Inc. and Neurocrine Biosciences, Inc. | 8-K | 001-36687 | 10.1 | December 2, 2019 |
| 10.13 | Share Purchase Agreement, dated as of December 2, 2019, by and between Xenon Pharmaceuticals Inc. and Neurocrine Biosciences, Inc. | 8-K | 001-36687 | 10.2 | December 2, 2019 |
| 10.14†† | Amendment No. 1 to Asset Purchase Agreement, dated August 4, 2020, by and between the Company and 1st Order Pharmaceuticals Inc. | 10-Q | 001-36687 | 10.2 | August 6, 2020 |
| 10.15 | At-the-Market Equity Offering Sales Agreement dated as of August 6, 2020, by and among Xenon Pharmaceuticals Inc., Jefferies LLC and Stifel, Nicolaus & Company, Incorporated. | 8-K | 001-36687 | 1.1 | August 6, 2020 |
| 10.16 | Amendment No. 1 to the At-the-Market Equity Offering Sales Agreement, dated March 1, 2022, by and among Xenon Pharmaceuticals Inc., Jefferies LLC and Stifel, Nicolaus & Company, Incorporated. | 8-K | 001-36687 | 1.1 | March 1, 2022 |
| 10.17†† | Amendment #1, dated January 13, 2021, to the License and Collaboration Agreement, dated December 2, 2019, by and between Xenon Pharmaceuticals Inc. and Neurocrine Biosciences, Inc. | 8-K | 001-36687 | 10.1 | January 14, 2021 |
| 10.18 | Termination Agreement, dated August 6, 2021, by and among Xenon Pharmaceuticals Inc., Genentech, Inc. and F. Hoffmann-La Roche Ltd. | 10-Q | 001-36687 | 10.1 | August 11, 2021 |
| 10.19 | Share Purchase Agreement, dated as of September 8, 2021, by and between Xenon Pharmaceuticals Inc. and Neurocrine Biosciences, Inc. | 8-K | 001-36687 | 10.1 | September 8, 2021 |
| 10.20 | Lease Agreement, effective November 24, 2021, by and between the Company and Redstone Enterprises Ltd. | 8-K | 001-36687 | 10.1 | December 1, 2021 |
| 10.21 | Share Purchase Agreement, dated as of January 11, 2022, by and between Xenon Pharmaceuticals Inc. and Neurocrine Biosciences, Inc. | 8-K | 001-36687 | 10.1 | January 12, 2022 |
| 10.22†† | Amendment #2, dated February 25, 2022, to the License and Collaboration Agreement, dated December 2, 2019, by and between Xenon Pharmaceuticals Inc. and Neurocrine Biosciences, Inc. | 10-K | 001-36687 | 10.30 | March 1, 2022 |
| 10.23†† | Consent to Alterations and Lease Modification Agreement between Redstone Enterprises Ltd. and Xenon Pharmaceuticals Inc., effective May 19, 2022. | 10-Q | 001-36687 | 10.1 | August 9, 2022 |
| 10.24# | Employment Agreement, dated November 7, 2022, by and between the Company and Andrea DiFabio. | 10-Q | 001-36687 | 10.1 | November 8, 2022 |
| 10.25# | Executive Incentive Compensation Plan. | 8-K | 001-36687 | 10.1 | March 14, 2023 |
| ExhibitNumber · Description of Document · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Form · File No. · Exhibit · Filing Date | |||||
| 10.26 | Consent to Alterations Agreement between Redstone Enterprises Ltd. and Xenon Pharmaceuticals Inc., effective March 27, 2023. | 10-Q | 001-36687 | 10.1 | August 9, 2023 |
| 10.27 | Consent to Alterations Agreement between Redstone Enterprises Ltd. and Xenon Pharmaceuticals Inc., effective August 16, 2023. | ||||
| 10.28# | Employment Agreement, dated December 15, 2023, by and between the Company and James Empfield. | ||||
| 21.1 | List of Subsidiaries of the Company. | 10-K | 001-36687 | 21.1 | March 8, 2017 |
| 23.1 | Consent of KPMG LLP, Independent Registered Public Accounting Firm. | ||||
| 24.1 | Powers of Attorney (contained on signature page). | ||||
| 31.1 | Rule 13a-14(a) / 15d-14(a) Certification of Principal Executive Officer | ||||
| 31.2 | Rule 13a-14(a) / 15d-14(a) Certification of Principal Financial Officer | ||||
| 32.1* | Section 1350 Certification of Principal Executive Officer | ||||
| 32.2* | Section 1350 Certification of Principal Financial Officer | ||||
| 97 | Clawback Policy, effective as of October 2, 2023 | ||||
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document with Embedded Linkbases Document | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
† Confidential treatment has been granted with respect to certain portions of this exhibit. Omitted portions have been filed separately with the Securities and Exchange Commission.
†† Portions of this exhibit have been omitted in accordance with Item 601(b)(10) of Regulation S-K because they are private, confidential and not material.
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