MEI Pharma Inc
For the period ended Jun 30, 2024. Filed Sep 19, 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.
FY2024 · Filed Sep 19, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits, Financial Statement Schedules
(a)
- Consolidated Financial Statements
Reference is made to the Consolidated Financial Statements under Item 8. Consolidated Financial Statements and Supplementary Data in Part II hereof.
- Financial Statement Schedules
The Financial Statement Schedules have been omitted either because they are not required or because the information has been included in the consolidated financial statements or the notes thereto included in this Annual Report on Form 10-K.
- Exhibits
Exhibit Index
| Incorporated by Reference Herein | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Schedule/Form | File No. | Exhibit | Filing Date |
| 2.1 | Agreement and Plan of Merger by and among the Company, Merger Sub and Infinity, dated February 22, 2023 | 8-K | 000-50484 | 2.1 | February 23, 2023 |
| 3.1 | Certificate of Amendment of the Amended and Restated Certificate of Incorporation of MEI Pharma, Inc., filed with the Delaware Secretary of State on April 14, 2023 | 8-K | 000-50484 | 3.1 | April 14, 2023 |
| 3.2 | Sixth Amended and Restated Bylaws of MEI Pharma, Inc. adopted as of December 18, 2023 | 8-K | 001-41827 | 3.1 | December 22, 2023 |
| 3.3 | Certificate of Designation of Series A Convertible Preferred Stock of Marshall Edwards, Inc. | 8-K | 000-50484 | 3.1 | May 11, 2011 |
| 3.4 | Certificate of Designation of Series B Preferred Stock of Marshall Edwards, Inc. | 8-K | 000-50484 | 10.1 | March 18, 2011 |
| 3.6 | Certification of Designation of Series A Junior Participating Preferred Stock | 8-K | 000-50484 | 3.1 | October 3, 2023 |
| 4.1 | Specimen Stock Certificate | S-1 | 333-109129 | 4.1 | October 31, 2023 |
| 4.2 | Form of Warrant | 8-K | 000-50484 | 10.1 | May 16, 2018 |
| 4.3 | Description of Capital Stock of MEI Pharma, Inc. | 10-K | 000-50484 | 4.3 | September 9, 2020 |
| 4.4 | Description of MEI Common Stock | 10-K | 000-50484 | 4.4 | September 26, 2023 |
| 4.5 | Rights Agreement dated as of October 1, 2023, by and between MEI Pharma, Inc. and Computershare Inc. (as Rights Agent) | 8-K | 000-50484 | 4.1 | October 3, 2023 |
| 10.1† | Amended and Restated 2008 Stock Omnibus Equity Compensation Plan (December 2023) | 10-Q | 001-41827 | 10.1 | May 9, 2024 |
| 10.2† | Employment letter dated February 1, 2017, between MEI Pharma, Inc. and Brian G. Drazba | 8-K | 000-50484 | 10.1 | April 3, 2017 |
|---|---|---|---|---|---|
| 10.3† | Employment letter dated February 17, 2016, between MEI Pharma, Inc. and Richard G. Ghalie | 10-K | 000-50484 | 10.5 | September 2, 2021 |
| 10.4† | Amendment 2021-1 dated April 29, 2021, to the Employment letter dated February 17, 2016, between MEI Pharma, Inc. and Richard G. Ghalie | 10-K | 000-50484 | 10.6 | September 2, 2021 |
| 10.5† | Form of Indemnification Agreement | 8-K | 000-50484 | 10.1 | August 29, 2011 |
| 10.6** | License Agreement, dated as of September 5, 2017, by and between MEI Pharma, Inc. and Presage Biosciences, Inc. | 10-Q | 000-50484 | 10.1 | November 8, 2017 |
| 10.7 | At-The-Market Equity Offering Sales Agreement, dated November 10, 2020 between MEI Pharma, Inc., Credit Suisse Securities (USA) LLC, and Stifel, Nicolaus & Company, Inc. | 8-K | 000-50484 | 1.1 | November 10, 2020 |
| 10.8 | Securities Purchase Agreement, dated May 11, 2018, between MEI Pharma, Inc. and the purchasers identified in Exhibit A therein | 8-K | 000-50484 | 10.1 | May 16, 2018 |
| 10.9** | License, Development and Commercialization Agreement, dated as of October 31, 2018, by and between the Company and Kyowa Hakko Kirin Co., Ltd., now known as Kyowa Kirin Company | 10-Q | 000-50484 | 10.1 | February 7, 2019 |
| 10.10+ | License, Development and Commercialization Agreement, dated as of April 13, 2020, by and between the Company and Kyowa Kirin Co., Ltd. (formerly known as Kyowa Hakko Kirin Co., Ltd.) | 10-K | 000-50484 | 10.12 | September 2, 2021 |
| 10.11† | Transition and Retirement Agreement between Brian G. Drazba and MEI Pharma, Inc., dated as of July 7, 2022 | 8-K | 000-50484 | 10.1 | December 23, 2021 |
| 10.12† | Letter Agreement between Brian G. Drazba and MEI Pharma, Inc., dated as of July 7, 2022 | 8-K | 000-50484 | 10.1 | July 7, 2022 |
| 10.13† | CEO Employment Agreement between MEI Pharma, Inc. and David Urso, dated June 2, 2023 | 8-K | 000-50484 | 10.1 | June 2, 2023 |
| 10.14† | Employee Proprietary Information and Inventions Agreement between MEI Pharma, Inc. and Justin J. File, dated June 9, 2023 | 8-K | 000-50484 | 10.1 | June 13, 2023 |
| 10.15† | Employment Agreement between MEI Pharma, Inc. and Justin J. File, dated June 9, 2023 | 8-K | 000-50484 | 10.2 | June 13, 2023 |
| 10.16† | Amended and Restated MEI Pharma, Inc. 2021 Inducement Grant Equity Compensation Plan | 8-K | 000-50484 | 10.3 | June 13, 2023 |
| 10.17 | Termination Agreement, by and between MEI Pharma, Inc. and Kyowa Kirin Co., Ltd. (formerly known as Kyowa Hakko Kirin Co., Ltd.) dated as of July 14, 2023 | 8-K | 000-50484 | 10.1 | July 19, 2023 |
| 10.18 | Termination Letter from MEI Pharma, Inc. to Infinity Pharmaceuticals, Inc., dated July 23, 2023 | 8-K | 000-50484 | 10.1 | July 24, 2023 |
| 10.19† | Separation and Release Agreement between MEI Pharma, Inc. and Brian Drazba, dated June 16, 2023 | 8-K | 000-50484 | 10.1 | July 27, 2023 |
| 10.20 | Form of Warrant | 10-K | 000-50484 | 10.22 | September 26, 2023 |
| 10.21 | Cooperation Agreement, dated as of October 31, 2023, by and among the Investors and the Company | 8-K | 001-41827 | 10.1 | November 1, 2023 |
| 10.22† | Employment Agreement between MEI Pharma, Inc. and Richard Ghalie dated January 16, 2024 | 10-Q | 001-41827 | 10.4 | February 13, 2024 |
| 10.24*†+ | Addendum to Employment Agreement between MEI Pharma, Inc. and Justin J. File, dated August 1, 2024 | ||||
| 23.1* | Consent of Deloitte & Touche LLP Independent Registered Public Accounting Firm | ||||
| 23.2* | Consent of BDO USA, P.C. Independent Registered Public Accounting Firm | ||||
| 31.1* | Certification of Principal Executive and 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 and Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of | ||||
| Chapter 63 of Title 18 of the United States Code (18 U.S.C 1350). | |
| 97* | MEI Clawback Policy |
| 101INS | 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. |
| 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 XBRL document. |
| * | Filed herewith |
|---|---|
| ** | Portions of this exhibit have been redacted pursuant to a confidential treatment request filed with the Securities and Exchange Commission. |
| + | Portions of this exhibit have been omitted in accordance with Item 601(a)(6) and Item 601(b)(10) of Regulation S-K because such information (i) is not material and (ii) is the type that the registrant treats as private or confidential. |
| † | Each marked exhibit is a management contract or a compensatory plan, contract or arrangement in which a director or executive officer of the registrant participates or has participated. |
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