ARCA biopharma Inc
For the period ended Jun 30, 2024. Filed Aug 1, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 1, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 6. Exhibits
EXHIBIT INDEX
The following documents are filed as part of this quarterly report on Form 10-Q. The Company will furnish a copy of any exhibit listed to requesting stockholders upon payment of the Company’s reasonable expenses in furnishing those materials.
| Incorporated by Reference (1) | ||||
|---|---|---|---|---|
| ExhibitNo. · Description · Form · FilingDate · Number · FiledHerewith | ||||
| 2.1* | Agreement and Plan of Merger and Reorganization, dated as of April 2, 2024, by and among ARCA biopharma, Inc., Atlas Merger Sub Corp. and Oruka Therapeutics, Inc. | 8-K | 4/3/2024 | 2.1 |
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant, as amended. | 10-K | 3/27/2009 | 3.1 |
| 3.1(a) | Certificate of Amendment to Restated Certificate of Incorporation. | 8-K | 3/5/2013 | 5.1 |
| 3.1(b) | Certificate of Amendment to Restated Certificate of Incorporation. | 8-K | 9/3/2015 | 3.1 |
| 3.1(c) | Certificate of Amendment to Restated Certificate of Incorporation. | 8-K | 4/3/2019 | 3.1 |
| 3.2 | Amended and Restated Bylaws of the Registrant, as amended. | 8-K | 6/28/2021 | 3.1 |
| 3.3 | Form of Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock. | S-1/A | 5/24/2013 | 3.1(b) |
| 3.4 | Form of Certificate of Designation of Preferences, Rights and Limitations of Series B Non-Voting Convertible Preferred Stock | 8-K | 4/3/2024 | 3.1 |
| 4.1 | Form of Common Stock Certificate. | 8-K | 1/28/2009 | 4.1 |
| 4.2 | Form of Common Stock Certificate. | 10-Q | 5/8/2019 | 4.2 |
| 10.1 | Form of Oruka Support Agreement | 8-K | 4/3/2024 | 10.1 |
| 10.2* | Form of Oruka Subscription Agreement | 8-K | 4/3/2024 | 10.2 |
| 10.3* | Form of Amendment to Oruka Subscription Agreement | 8-K | 7/9/2024 | 10.1 |
| 10.4* | Form of Amended and Restated Oruka Subscription Agreement | 8-K | 7/9/2024 | 10.2 |
| 10.5 | Form of the Registrant's Support Agreement | 8-K | 4/3/2024 | 10.3 |
| 10.6 | Form of Lock-Up Agreement | 8-K | 4/3/2024 | 10.4 |
| 10.7 | Separation Agreement and Release, by and between ARCA and Michael Bristow, dated as of April 3, 2024. | 8-K | 4/4/2024 | 10.1 |
| 10.8** | Consulting Agreement, by and between ARCA and Michael Bristow, dated as of April 3, 2024. | 8-K | 4/4/2024 | 10.2 |
| 10.9 | Second Amendment to Retention Bonus Letter, dated April 22, 2024, by and between ARCA biopharma, Inc. and Thomas A. Keuer. | 8-K | 4/23/2024 | 10.1 |
| 10.10 | Second Amendment to Retention Bonus Letter, dated April 22, 2024, by and between ARCA biopharma, Inc. and C. Jeffrey Dekker. | 8-K | 4/23/2024 | 10.2 |
| 10.11 | First Amendment to Office Lease Agreement, dated March 19, 2024, by and between the Registrant and Lotus Church Ranch, LLC. | 8-K | 3/22/2024 | 10.1 |
| Incorporated by Reference (1) | ||
|---|---|---|
| ExhibitNo. · Description · Form · FilingDate · Number · FiledHerewith | ||
| 31.1 | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or 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 Rule 13a-14(a) or 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. sec. 1350, as adopted 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 because XBRL tags are embedded within the Inline XBRL document | X |
| 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents (filed electronically herewith) | X |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
(1)
The SEC file number for all items incorporated by reference herein from reports on Forms 10-K, 10-Q and 8-K is 000-22873.
*Exhibits and/or schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish supplementally copies of any of the omitted exhibits and schedules upon request by the SEC; provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 under the Exchange Act for any exhibits or schedules so furnished.
** Certain portions of this exhibit (indicated by “[***]”) have been omitted because they are both (i) not material and (ii) would be competitively harmful if publicly disclosed.
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