Vor Biopharma Inc
For the period ended Dec 31, 2023. Filed Mar 20, 2024.
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FY2023 · Filed Mar 20, 2024
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Item 15. Exhibits and Financial Statement Schedules
Item 15. Exhibits, Financial Statement Schedules.
(1)
For a list of the financial statements included herein, see Index to the Consolidated Financial Statements on page F-1 of this Annual Report on Form 10-K, incorporated into this Item by reference.
(2)
Schedules have been omitted since they are either not required or not applicable or the information is otherwise included herein.
(3)
Exhibits
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File No. · Exhibit Number · Filing Date · Filed Herewith | |||||
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant | 8-K | 001-39979 | 3.1 | February 9, 2021 |
| 3.2 | Amended and Restated Bylaws of the Registrant | 8-K | 001-39979 | 3.2 | February 9, 2021 |
| 4.1 | Form of Common Stock Certificate of the Registrant | S-1/A | 333-252175 | 4.1 | February 1, 2021 |
| 4.2 | Amended and Restated Investors’ Rights Agreement, by and among the Registrant and certain of its stockholders, dated June 30, 2020 | S-1/A | 333-252175 | 4.2 | February 1, 2021 |
| 4.3 | Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 | 10-K | 001-39979 | 4.3 | March 14, 2022 |
| 10.1† | Patent License Agreement, by and between the Registrant and the U.S. Department of Health and Human Services, as represented by the National Cancer Institute, datedOctober 30, 2020 | S-1 | 333-252175 | 10.3 | January 15, 2021 |
| 10.2† | Exclusive License Agreement, by and between the Registrant and The Trustees of Columbia University in the City of New York (“Columbia”), dated April 28, 2016 | S-1 | 333-252175 | 10.1 | January 15, 2021 |
| 10.3† | First Amendment to Exclusive License Agreement, by and between the Registrant and Columbia, dated February 12, 2019 | S-1 | 333-252175 | 10.2 | January 15, 2021 |
| 10.4† | Second Amendment to Exclusive License Agreement, by and between the Registrant and Columbia, dated November 8, 2021 | 10-Q | 001-39979 | 10.1 | November 10, 2021 |
| 10.5 | Lease Agreement, by and between the Registrant and PPF Off 100 Cambridge Park Drive, LLC (“Landlord”), dated December 17, 2019 | S-1 | 333-252175 | 10.4 | January 15, 2021 |
| 10.6 | First Amendment to Lease, by and between the Registrant and the Landlord, dated June 15, 2021 | 8-K | 001-39979 | 10.1 | June 17, 2021 |
| 10.7 | Second Amendment to Lease, by and between the Registrant and the Landlord, dated June 15, 2021 | 8-K | 001-39979 | 10.2 | June 17, 2021 |
| 10.8+ | 2015 Stock Incentive Plan and Forms of Option Grant Agreements, Exercise Notices and Restricted Stock Agreement | S-1 | 333-252175 | 10.5 | January 15, 2021 |
| 10.9+ | 2021 Equity Incentive Plan and Forms of Stock Option Grant Notice, Stock Option Agreement, Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement | S-1/A | 333-252175 | 10.6 | February 1, 2021 |
| 10.10+ | 2021 Employee Stock Purchase Plan | S-1/A | 333-252175 | 10.7 | February 1, 2021 |
| 10.11+ | 2023 Inducement Plan and Forms of Stock Option Grant Notice, Stock Option Agreement, Notice of Exercise, RSU Award Grant Notice and Award Agreement (RSU Award) thereunder | S-8 | 333-274275 | 99.1 | August 30, 2023 |
| 10.12+ | Form of Indemnification Agreement with Executive Officers and Directors | S-1 | 333-252175 | 10.8 | January 15, 2021 |
| 10.13+ | Offer Letter, by and between the Registrant and Robert Ang, dated June 28, 2019 | S-1 | 333-252175 | 10.9 | January 15, 2021 |
| 10.14+ | Offer Letter, by and between the Registrant and Nathan Jorgensen, dated March 20, 2020 | S-1 | 333-252175 | 10.12 | January 15, 2021 |
| 10.15+ | Offer Letter, by and between the Registrant and Tirtha Chakraborty, dated August 28, 2019 | S-1 | 333-252175 | 10.13 | January 15, 2021 |
| 10.16+ | Non-Employee Director Compensation Policy | 10-Q | 001-39979 | 10.1 | May 11, 2023 |
| 10.17+ | Executive Severance and Change in Control Benefits Plan | S-1/A | 333-252175 | 10.15 | February 1, 2021 |
| 10.18 | Securities Purchase Agreement, dated as of December 7, 2022, by and between the Registrant and RA Capital Healthcare Fund, L.P. | 8-K | 001-39979 | 10.1 | December 7, 2022 |
| 10.19 | Sales Agreement, dated December 23, 2022, by and between the Registrant and Stifel, Nicolaus & Company, Incorporated | 8-K | 001-39979 | 1.1 | December 23, 2022 | |
| 21.1 | Subsidiaries of the Registrant | S-1 | 333-252175 | 21.1 | January 15, 2021 | |
| 23.1 | Consent of Ernst & Young LLP | 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 and 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 | ||||
| 97.1 | Incentive Compensation Recoupment Policy | X | ||||
| 101.INS | Inline XBRL Instance Document | X | ||||
| 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 Label 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) | |||||
- Indicates management contract or compensatory plan.
† Portions of the exhibit have been omitted as the Registrant has determined that: (i) the omitted information is not material; and (ii) the omitted information is the type that the Registrant treats as private or confidential.
*This certification is being furnished and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and are not to be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
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