Seer Inc
For the period ended Dec 31, 2023. Filed Mar 4, 2024.
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FY2023 · Filed Mar 4, 2024
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Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as part of this Annual Report:
Financial Statements: The financial statements filed as part of this Annual Report are included in Part II, Item 8 of this Annual Report.
Financial Statement Schedules: Financial statement schedules have been omitted in this Annual Report because they are not applicable, not required under the instructions or the information requested is set forth in the financial statements or related notes thereto.
Exhibits: The list of exhibits filed with this Annual Report on Form 10-K is set forth in the Exhibit Index preceding the signature page and is incorporated herein by reference or filed with this Annual Report on Form 10-K, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K).
| Exhibit Number | Description | Form | File No. | Exhibit | Filing Date |
|---|---|---|---|---|---|
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant. | 8-K | 001-39747 | 3.1 | 12/8/2020 |
| 3.2 | Amendment to the Amended and Restatement Certificate of Incorporation of the Company. | 8-K | 001-39747 | 3.1 | 6/16/2023 |
| 3.3 | Amended and Restated Bylaws of the Registrant. | 8-K | 001-39747 | 3.2 | 6/16/2023 |
| 4.1 | Form of common stock certificate of the Registrant. | S-1 | 333-250035 | 4.1 | 11/12/2020 |
| 4.2 | Description of the Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934. | * | |||
| 10.1+ | Form of Indemnification Agreement between the Registrant and each of its directors and executive officers. | S-1 | 333-250035 | 10.1 | 11/12/2020 |
| 10.2+ | 2020 Equity Incentive Plan and related form agreements. | S-1/A | 333-250035 | 10.2 | 11/30/2020 |
| 10.3+ | 2017 Stock Incentive Plan and related form agreements. | S-1/A | 333-250035 | 10.3 | 11/30/2020 |
| 10.4+ | 2020 RSU Equity Incentive Plan and related form agreements. | S-1/A | 333-250035 | 10.4 | 11/30/2020 |
| 10.5+ | Amended and Restated 2020 Employee Stock Purchase Plan and related form agreements. | S-8 | 333-270351 | 4.3 | 3/8/2023 |
| 10.6+ | Confirmatory Offer Letter between the Registrant and Dr. Omid Farokhzad, dated November 30, 2020. | S-1/A | 333-250035 | 10.7 | 11/30/2020 |
| 10.7+ | Confirmatory Offer Letter between the Registrant and David Horn, dated November 30, 2020. | S-1/A | 333-250035 | 10.9 | 11/30/2020 |
| 10.8+ | CEO Change in Control and Severance Agreement between the Registrant and Dr. Omid Farokhzad, dated November 30, 2020. | S-1/A | 333-250035 | 10.10 | 11/30/2020 |
| 10.9+ | Executive Incentive Compensation Plan. | S-1/A | 333-250035 | 10.11 | 11/30/2020 |
| 10.10# | Umbrella Development & Supply Agreement between the Registrant and Hamilton Company, dated March 9, 2020. | S-1 | 333-250035 | 10.14 | 11/12/2020 |
| 10.11# | Exclusive Patent License Agreement between the Registrant and The Brigham and Women’s Hospital, Inc., dated December 18, 2017. | S-1 | 333-250035 | 10.15 | 11/12/2020 |
| 10.12+ | Outside Director Compensation Policy (as amended on February 16, 2023). | 10-Q | 001-39747 | 10.1 | 5/9/2023 |
| 10.13+ | Key Executive Change in Control and Severance Plan, and form of Participation Agreement thereunder. | 10-Q | 001-39747 | 10.1 | 11/7/2023 |
| 10.14+ | Offer Letter between the Registrant and Elona Kogan, dated November 4, 2020. | * | |||
| 19.1 | Insider Trading Policy. | * | |||
| 21.1 | List of Subsidiaries of the Registrant. | 10-K | 001-39747 | 21.1 | 3/6/2023 |
| 23.1 | Consent of Deloitte & Touche LLP, independent registered public accounting firm. | * | |||
| 31.1 | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | * | |||
| 31.2 | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | * | |||
| 32.1† | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | * | |||
| 32.2† | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | * | |||
| 97.1 | Compensation Clawback Policy | * | |||
| 101.INS | Inline XBRL Instance Document |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document With Embedded Linkbase Documents |
| 104 | Cover Page Interactive Data File - the Cover Page Interactive Data File does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
- Indicates management contract or compensatory plan.
† The certifications attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K, are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant 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.
Confidential treatment has been requested for portions of this exhibit. These portions have been omitted and have been filed separately with the Securities and Exchange Commission.
- Filed herewith
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