Aptevo Therapeutics Inc
For the period ended Dec 31, 2023. Filed Mar 5, 2024.
View on SEC.govAbout this filing
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 Mar 5, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits, Financial Statement Schedules
(a)
The following documents are filed as part of this report:
See Index to Consolidated Financial Statements at Item 8 herein.
Consolidated Financial Statement Schedules
All schedules are omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.
Exhibit Index
Exhibit Index
| ExhibitNumber · Description · Form · Exhibit · Filing Date · File No. · FiledHerewith | |||||
|---|---|---|---|---|---|
| 2.1 | Contribution Agreement, dated July 29, 2016, by and among Emergent BioSolutions Inc., Aptevo Therapeutics Inc., Aptevo Research and Development LLC and Aptevo BioTherapeutics LLC | 8-K | 2.1 | August 2, 2016 | 001-37746 |
| +2.2 | Separation and Distribution Agreement, dated July 29, 2016, by and between Emergent BioSolutions Inc. and Aptevo Therapeutics Inc. | 8-K | 2.2 | August 2, 2016 | 001-37746 |
| †+2.3 | LLC Purchase Agreement, dated as of August 31, 2017, by and among Aptevo BioTherapeutics LLC, Aptevo Therapeutics Inc., Venus Bio Therapeutics Sub LLC, and Saol International Limited. | 10-Q | 2.1 | November 13, 2017 | 001-37746 |
| +2.4 | LLC Purchase Agreement by and among Aptevo Therapeutics Inc. and Medexus Pharma, Inc. dated February 28, 2020. | 8-K | 2.1 | March 2, 2020 | 001-37746 |
| 3.1 | Amended and Restated Certificate of Incorporation of Aptevo Therapeutics Inc. | 8-K | 3.1 | August 2, 2016 | 001-37746 |
| 3.2 | Amended and Restated By-laws of Aptevo Therapeutics Inc., as amended and restated on November 8, 2022. | 10-Q | 3.1 | November 10, 2022 | 001-37746 |
| 3.3 | Certificate of Amendment of Amended and Restated Certificate of Incorporation of Aptevo Therapeutics Inc. | 8-K | 3.1 | March 27, 2020 | 001-37746 |
| 3.4 | Certificate of Designation of Series A Junior Participating Preferred Stock of Aptevo Therapeutics Inc. | 8-K | 3.1 | November 9, 2020 | 001-37746 |
| 3.5 | Amended and Restated Bylaws of Aptevo Therapeutics Inc. | 8-K | 3.1 | November 30, 2020 | 001-37746 |
| 4.1 | Form of Common Stock Certificate | 10 | 4.1 | June 29, 2016 | 001-37746 |
| 4.2 | Registration Rights Agreement, dated as of August 1, 2016, by and among Aptevo Therapeutics Inc. and certain of its stockholders | 8-K | 4 | August 2, 2016 | 001-37746 |
| 4.3 | Registration Rights Agreement, dated December 20, 2018, by and between Aptevo Therapeutics Inc. and Lincoln Park Capital Fund, LLC. | 8-K | 10.2 | December 24, 2018 | 001-37746 |
| 4.4 | Rights Agreement, dated as of November 8, 2020, by and between Aptevo Therapeutics Inc. and Broadridge Corporate Issuer Solutions, Inc., as rights agent | 8-K | 4.1 | November 9, 2020 | 001-37746 |
| 4.5 | Amendment No. 1 to Right Agreement, dated as of November 5, 2021, between the Company and Broadridge Corporate Issuer Solutions, Inc., as Rights Agent | 8-K | 4.1 | November 5, 2021 | 001-37746 |
| ExhibitNumber · Description · Form · Exhibit · Filing Date · File No. · FiledHerewith | |||||
|---|---|---|---|---|---|
| 4.6 | Amendment No. 2 to Rights Agreement, dated as of November 4, 2022, between the Company and Broadridge Corporate Issuer Solutions, Inc., as Rights Agent. | 8-K | 4.1 | November 4, 2022 | 001-37746 |
| 4.7 | Amendment No. 3 to Rights Agreement, dated as of November 2, 2023, between the Company and Broadridge Corporate Issuer Solutions, Inc., as Rights Agent | 8-K | 4.1 | November 2, 2023 | 001-37746 |
| 4.8 | Description of Capital Stock of Aptevo Therapeutics | 4.5 | March 31, 2021 | 001-37746 | |
| 4.9 | Agreement to Terminate Registration Rights Agreement between the Company and Intervac L.L.C. and BioVac L.L.C. | 10-K | 4.1 | March 24, 2022 | 001-37746 |
| 4.10 | Form of New Series A-1 Warrant | 8-K | 4.1 | November 9, 2023 | 001-37746 |
| 4.11 | Form of New Series A-2 Warrant | 8-K | 4.2 | November 9, 2023 | 001-37746 |
| 4.12 | Form of New Series B-1 Warrant | 8-K | 4.3 | November 9, 2023 | 001-37746 |
| 4.13 | Form of New Series B-2 Warrant | 8-K | 4.4 | November 9, 2023 | 001-37746 |
| 10.1 | Transition Services Agreement, dated July 29, 2016, by and between Emergent BioSolutions Inc. and Aptevo Therapeutics Inc. | 8-K | 10.2 | August 2, 2016 | 001-37746 |
| 10.2 | Tax Matters Agreement, dated July 29, 2016, by and between Emergent BioSolutions Inc. and Aptevo Therapeutics Inc. | 8-K | 10.3 | August 2, 2016 | 001-37746 |
| 10.3 | Product License Agreement, dated July 29, 2016, by and between Emergent BioSolutions Inc. and Aptevo Therapeutics Inc. | 8-K | 10.8 | August 2, 2016 | 001-37746 |
| C 10.4 | Aptevo Therapeutics Inc. Amended and Restated 2016 Stock Incentive Plan. | 10-Q | 4.1 | August 10, 2017 | 001-37746 |
| C 10.5 | Aptevo Therapeutics Inc. Converted Equity Awards Incentive Plan | 8-K | 10.10 | August 2, 2016 | 001-37746 |
| C 10.6 | Aptevo Therapeutics Inc. Amended and Restated Senior Management Severance Plan | 10-K | C 10.6 | March 24, 2022 | 001-37746 |
| C 10.7 | Form of Indemnity Agreement for directors and senior officers | 10 | 10.9 | April 15, 2016 | 001-37746 |
| 10.8 | Fourth and Battery Office Lease, dated as of April 28, 2003, by and between Emergent Product Development Seattle, LLC (as successor-in-interest to Trubion Pharmaceuticals, Inc. and Genecraft, Inc.) | 10 | 10.12 | April 15, 2016 | 001-37746 |
| ExhibitNumber · Description · Form · Exhibit · Filing Date · File No. · FiledHerewith | |||||
|---|---|---|---|---|---|
| and Selig Real Estate Holdings Eight L.L.C. , or the Seattle Office Lease | |||||
| 10.9 | Seattle Office Lease Amendment, dated December 8, 2004 | 10 | 10.13 | April 15, 2016 | 001-37746 |
| 10.10 | Seattle Office Lease Amendment, dated February 1, 2006 | 10 | 10.14 | April 15, 2016 | 001-37746 |
| 10.11 | Seattle Office Lease Amendment, dated February 2, 2007 | 10 | 10.15 | April 15, 2016 | 001-37746 |
| 10.12 | Seattle Office Lease Amendment, dated June 7, 2010 | 10 | 10.16 | April 15, 2016 | 001-37746 |
| 10.13 | Seattle Office Lease Amendment, dated December 21, 2010 | 10 | 10.17 | April 15, 2016 | 001-37746 |
| 10.14 | Seattle Office Lease Amendment, dated July 17, 2012 | 10 | 10.18 | April 15, 2016 | 001-37746 |
| 10.15 | Seventh Amendment to Seattle Office Lease, dated December 5, 2014 | 10 | 10.19 | April 15, 2016 | 001-37746 |
| †10.16 | License and Co-Development Agreement, dated as of August 19, 2014, by and between Emergent Product Development Seattle, LLC and MorphoSys AG, or the MorphoSys Collaboration Agreement | 10 | 10.20 | June 29, 2016 | 001-37746 |
| †10.17 | First Amendment to MorphoSys Collaboration Agreement, dated June 19, 2015 | 10 | 10.21 | April 15, 2016 | 001-37746 |
| †10.18 | Second Amendment to MorphoSys Collaboration Agreement, dated December 7, 2015 | 10 | 10.22 | April 15, 2016 | 001-37746 |
| 10.19 | Third Amendment to MorphoSys Collaboration Agreement, dated December 12, 2016 | 8-K | 10.1 | December 15, 2016 | 001-37746 |
| 10.20 | Fourth Amendment MorphoSys Collaboration Agreement, dated June 19, 2017. | 10 | 10.3 | August 10, 2017 | 001-37746 |
| 10.21 | Equity Distribution Agreement, dated November 9, 2017, between Aptevo Therapeutics, Inc. and Piper Jaffray and Company LLC. | 8-K | 1.1 | November 9, 2017 | 001-37746 |
| 10.22 | Collaboration and Option Agreement, dated as of July 20, 2017, by and between Aptevo Research and Development LLC, and Alligator Bioscience AB. | 10-Q | 10.2 | November 13, 2017 | 001-37746 |
| 10.23 | Amendment No. 3 to Credit and Security Agreement, dated as of February 23, 2018, by and among Aptevo Therapeutics Inc. and certain of its subsidiaries and Midcap Financial Trust. | 10-K | 10.38 | March 13, 2018 | 001-37746 |
| 10.24 | Aptevo Therapeutics Inc. 2018 Stock Incentive Plan. | 10-Q | 10.1 | August 9, 2018 | 001-37746 |
| 10.25 | Aptevo Therapeutics Inc. Non-Statutory Stock Option Agreement. | 10-Q | 10.2 | August 9, 2018 | 001-37746 |
| ExhibitNumber · Description · Form · Exhibit · Filing Date · File No. · FiledHerewith | |||||
|---|---|---|---|---|---|
| 10.26 | Purchase Agreement, dated December 20, 2018, by and between Aptevo Therapeutics Inc. and Lincoln Park Capital Fund, LLC. | 8-K | 10.1 | December 24, 2018 | 001-37746 |
| 10.27 | Eighth Amendment to Office Lease, dated as of March 19, 2019, by and between Aptevo Therapeutics Inc. and Selig Real Estate Holdings Eight L.L.C. | 8-K | 10.1 | March 22, 2019 | 001-37746 |
| 10.28 | Ninth Amendment to Office Lease, dated May 26, 2022, by and between Aptevo Therapeutics Inc. and Selig Real Estate Holdings Eight L.L.C. | 8-K | 10.3 | August 11, 2022 | 001-37746 |
| 10.29 | Amendment to LLC Purchase Agreement, dated as of August 31, 2017, by and among Aptevo BioTherapeutics LLC, Aptevo Therapeutics Inc., Venus Bio Therapeutics Sub LLC, and Saol International Limited. | 10-Q | 10.1 | August 9, 2019 | 001-37746 |
| 10.30 | Collaboration and License Agreement, dated as of December 19, 2005, by and among Wyeth Pharmaceuticals and Trubion Pharmaceuticals, Inc. | 10-Q | 10.1 | August 14, 2020 | 001-37746 |
| 10.31 | Amendment No. 1 to the Collaboration and License Agreement dated as of December 19, 2005 (the “Agreement”) by and between Trubion Pharmaceuticals, Inc. (“Trubion”) and Wyeth, acting through its Wyeth Pharmaceuticals Division (“Wyeth”). | 10-Q | 10.2 | August 14, 2020 | 001-37746 |
| 10.32 | Amendment No. 2 to the Collaboration and License Agreement dated as of December 19, 2005 (as previously amended, the “Agreement”) by and between Trubion Pharmaceuticals, Inc. (“Trubion”) and Wyeth LLC (formerly known as Wyeth), acting through its Wyeth Pharmaceuticals Division (“Wyeth”). | 10-Q | 10.3 | August 14, 2020 | 001-37746 |
| 10.33 | Amendment No. 3 to the Collaboration and License Agreement dated as of December 19, 2005 (as previously amended, the “Agreement”) by and between Emergent Product Development Seattle, LLC (successor to Trubion Pharmaceuticals, Inc. (“Trubion”)) (“EPDS”) and Wyeth LLC (formerly known as Wyeth), acting through its Wyeth Pharmaceuticals Division (“Wyeth”). | 8-K | 10.4 | August 14, 2020 | 001-37746 |
| 10.34 | Amendment No. 4 to the Collaboration and License Agreement dated as of December 19, 2005 (as previously amended, the “Agreement”) by and between Emergent Product Development Seattle, LLC (successor to Trubion Pharmaceuticals, Inc. (“Trubion”)) and Wyeth LLC (formerly known as Wyeth), acting through its Wyeth Pharmaceuticals Division (“Wyeth”). | 10-Q | 10.5 | August 14, 2020 | 001-37746 |
| ExhibitNumber · Description · Form · Exhibit · Filing Date · File No. · FiledHerewith | |||||
|---|---|---|---|---|---|
| 10.35 | Credit and Security Agreement, dated as of August 5, 2020, by and among Aptevo Therapeutics Inc., and MidCap Financial Trust. | 10-Q | 10.1 | November 10, 2019 | 001-37746 |
| 10.36 | Equity Distribution Agreement, dated December 14, 2020, between Aptevo Therapeutics Inc. and Piper Sandler & Co. | 8-K | 1.1 | December 14, 2020 | 001-37746 |
| 10.37 | Royalty Purchase Agreement by and among Aptevo Therapeutics Inc. and Healthcare Royalty Partners IV, LP. dated as of March 30, 2021. | 10-Q | 10.1 | May 11, 2021 | 001-37746 |
| 10.38 | Amendment to Royalty Purchase Agreement dated June 7, 2022. | 8-K | 10.1 | August 11, 2022 | 001-37746 |
| 10.39 | First Amendment to Credit and Security Agreement dated March 30, 2021. | 10-Q | 10.2 | May 11, 2021 | 001-37746 |
| 10.40 | Limited consent and Second Amendment to Credit and Security Agreement dated June 7, 2022. | 8-K | 10.2 | August 11, 2022 | 001-37746 |
| 10.41 | Third Amendment to Credit and Security Agreement dated August 30, 2022. | 10-Q | 10.2 | November 10, 2022 | 001-37746 |
| 10.42 | Executive Transition Services Agreement. | 10-Q | 10.3 | November 12, 2021 | 001-37746 |
| 10.43 | Amendment to Executive Transition Services Agreement. | 10-Q | 10.4 | November 12, 2021 | 001-37746 |
| 10.44 | Purchase Agreement, dated February 16, 2022, by and between the Company and Lincoln Park. | 8-K | 10.1 | February 17, 2022 | 001-37746 |
| 10.45 | Registration Rights Agreement, dated February 16, 2022, by and between the Company and Lincoln Park. | 8-K | 10.2 | February 17, 2022 | 001-37746 |
| 10.46 | Payment Interest Purchase Agreement by and between Aptevo Therapeutics Inc. and XOMA (US) LLC, dated March 29, 2023 | 10-Q | 10.1 | May 5, 2023 | 001-37746 |
| 10.47 | Placement Agent Agreement, dated August 1, 2023, between the Company and A.G.P./Alliance Global Partners | 10-Q | 10.4 | August 10, 2023 | 001-37746 |
| 10.48 | Securities Purchase Agreement, dated August 1, 2023, between the Company and the purchasers party thereto. | 10-Q | 10.5 | August 10, 2023 | 001-37746 |
| 10.49 | Form of Warrant Inducement Agreement, by and between the Company and each Holder | 8-K | 10.1 | November 9, 2023 | 001-37746 |
| 10.50 | Financial Advisory Agreement, dated as of November 9, 2023, between A.G.P./Alliance Global Partners and the Company | 8-K | 10.2 | November 9, 2023 | 001-37746 |
| 10.51 | Pre-funded Warrant, dated August 4, 2023 | 10-Q | 10.3 | August 10, 202 | 001-37746 |
| 10.52 | Series A Common Warrant, dated August 4, 2023 | 10-Q | 10.1 | August 10, 202 | 001-37746 |
| ExhibitNumber | Description | Form | Exhibit | Filing Date | File No. | FiledHerewith |
|---|---|---|---|---|---|---|
| 10.53 | Series B Common Warrant, dated August 4, 2023 | 10-Q | 10.2 | August 10, 202 | 001-37746 | |
| 21.1 | Subsidiaries of Aptevo Therapeutics Inc. | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm. | X | ||||
| 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. | X | ||||
| 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. | X | ||||
| 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. | X | ||||
| 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. | X | ||||
| 97 | Compensation Recovery Policy | X | ||||
| 101.INS | Inline XBRL Instance Document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101) | X | ||||
- Document has been furnished, is not deemed filed and is not to be incorporated by reference into any of the Company's filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, irrespective of any general incorporation language contained in any such filing.
† Confidential treatment granted from the Securities and Exchange Commission as to certain portions, which portions have been omitted and filed separately with the Securities and Exchange Commission.
C Management contract or compensatory plan.
- Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Aptevo will furnish copies of any such schedules to the Securities and Exchange Commission upon request.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.