Lineage Cell Therapeutics Inc
For the period ended Dec 31, 2024. Filed Mar 10, 2025.
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FY2024 · Filed Mar 10, 2025
LCTX$1.04-3.7%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. EXHIBIT AND, FINANCIAL STATEMENT SCHEDULES
(a)(1) Financial Statements.
The following financial statements of Lineage are filed in this report:
| Independent Registered Public Accounting Firm - Audit Opinion Moss Adams LLP (PCAOB #659) | 94 |
|---|---|
| Independent Registered Public Accounting Firm - Audit Opinion WithumSmith+Brown, PC (PCAOB #100) | 96 |
| Financial Statements: | |
| Consolidated Balance Sheets | 97 |
| Consolidated Statements of Operations | 98 |
| Consolidated Statements of Comprehensive Loss | 99 |
| Consolidated Statements of Shareholders Equity | 100 |
| Consolidated Statements of Cash Flows | 101 |
| Notes to the Consolidated Financial Statements | 102 |
(a)(2) Financial Statement Schedules
All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and accompanying notes included in this report.
(a)(3) Exhibits.
Exhibits not filed or furnished herewith are incorporated by reference to exhibits previously filed with the SEC, as reflected in the table below. We will furnish a copy of any exhibit to stockholders, without charge upon written request to Lineage Cell Therapeutics, Inc., Attention: Corporate Secretary, 2173 Salk Avenue, Suite 200 Carlsbad, CA 92008, or by calling (442) 287-8990.
| Incorporation by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | ExhibitNumber | Filing | Filing Date | File No. |
| PLANS OF ACQUISITION | |||||
| 2.01^ | Agreement and Plan of Merger dated November 7, 2018, among Registrant, Patrick Merger Sub, Inc. and Asterias Biotherapeutics, Inc. (“Asterias”) | 2.1 | 8-K | November 8, 2018 | 001-12830 |
| ARTICLES OF INCORPORATION AND BYLAWS | |||||
| 3.01 | Restated Articles of Incorporation, as amended | 3.1 | 10-Q | May 10, 2018 | 001-12830 |
| 3.02 | Certificate of Ownership | 3.1 | 8-K | August 12, 2019 | 001-12830 |
| 3.03 | Amended and Restated Bylaws | 3.1(a) | 8-K | June 13, 2024 | 001-12830 |
| INSTRUMENTS DEFINING RIGHTS OF SECURITY HOLDERS | |||||
| 4.01 | Specimen of Common Share Certificate | S-1 | December 18, 1991 | 033-44549 | |
| 4.02* | Description of Capital Stock of the Registrant | ||||
| 4.03(a) | Form of Common Stock Purchase Warrant issued pursuant to the Securities Purchase Agreement dated November 19, 2024, between Lineage Cell Therapeutics, Inc. and the purchaser parties thereto | 4.1 | 8-K | November 20, 2024 | 001-12830 |
| 4.03(b) | Form of Placement Agent Warrant | 4.3 | 8-K | November 20, 2024 | 001-12830 |
| 4.03(c)* | Warrant issued to Broadwood Partners, L.P. on January 27, 2025 | ||||
| MANAGEMENT CONTRACTS AND COMPENSATORY PLANS | |||||
| 10.01+ | Form of Indemnification Agreement entered into between the Registrant and its Directors and Officers | 10.1 | 10-Q | August 11, 2022 | 001-12830 |
| 10.02+ | Amended and Restated Employment Agreement dated September 26, 2022 between Registrant and Brian Michael Culley | 10.2 | 10-Q | November 10, 2022 | 001-12830 |
| 10.02(a)+ | Amendment No. 1 to Employment Agreement entered into as of March 6, 2024 between Registrant and Brian M. Culley | 10.1 | 10-Q | May 9, 2024 | 001-12830 |
| 10.03+ | Amended and Restated Employment Agreement dated September 26, 2022 between Registrant and George A. Samuel III | 10.3 | 10-Q | November 10, 2022 | 001-12830 |
| 10.03(a)+ | Amendment No. 1 to Employment Agreement entered into as of March 6, 2024 between Registrant and George A. Samuel III | 10.3 | 10-Q | May 9, 2024 | 001-12830 |
| 10.04+ | Employment Agreement dated November 14, 2022 between Registrant and Jill A. Howe | 10.7 | 10-K | March 9, 2023 | 001-12830 |
| 10.04(a) | Amendment No. 1 to Employment Agreement entered into as of March 6, 2024 between Registrant and Jill A. Howe | 10.2 | 10-Q | May 9, 2024 | 001-12830 |
| 10.05+ | Inducement Stock Option Agreement between Registrant and Brian Culley | 10.18 | 10-K | March 14, 2019 | 001-12830 |
| 10.06+ | Lineage Cell Therapeutics 2012 Equity Incentive Plan, as amended July 2015 (“2012 Plan”) | 4.1 | S-8 | July 15, 2015 | 333-205661 |
| 10.06(b)+ | Amendment to 2012 Plan effective June 2017 | 4.2 | S-8 | July 7, 2017 | 333-219204 |
| 10.06(c)+ | Amendment to 2012 Plan effective July 2019 | 99.3 | S-8 | August 8, 2019 | 333-233132 |
| 10.06(d)+ | Amendment to 2012 Plan effective August 2019 | 10.1 | 10-Q | November 12, 2019 | 001-12830 |
| 10.06(e)+ | 2012 Plan Form of Employee Incentive Stock Option Agreement | 10.7 | 10-Q | November 12, 2013 | 001-12830 |
| 10.06(f)+ | 2012 Plan Form of Non-employee Director Stock Option Agreement | 10.8 | 10-Q | November 12, 2013 | 001-12830 |
| 10.06(g)+ | 2012 Plan Stock Option Grant Agreement | 10.2 | 10-Q | November 12, 2019 | 000-12830 |
| 10.06(h)+ | 2012 Plan Form of Restricted Stock Unit | 10.6 | 10-K | March 12, 2020 | 001-12830 |
| 10.07+ | Lineage Cell Therapeutics 2021 Equity Incentive Plan, effective as of September 2021 (“2021 Plan”) | 10.1 | 8-K | September 15, 2021 | 001-12830 |
| 10.07(a)+ | Amendment to 2021 Plan effective September 6, 2023 | 10.01 | 8-K | September 7, 2023 | 001-12830 |
| 10.07(b)+ | 2021 Plan Form of Stock Option Grant Notice and Agreement for Employees and Consultants | 99.2 | S-8 | September 28, 2021 | 333-259853 |
| 10.07(c)+ | 2021 Plan Form of Stock Option Grant Notice and Agreement for Non-Employee Directors | 99.3 | S-8 | September 28, 2021 | 333-259853 |
| 10.07(d)+ | 2021 Plan Form of Restricted Stock Unit Award Grant Notice and Agreement | 99.4 | S-8 | September 28, 2021 | 333-259853 |
| 10.08+ | Executive Performance Incentive Bonus Plan, adopted September 2022 | 10.5 | 10-Q | November 10, 2022 | 001-12830 |
| COMMERCIAL AGREEMENTS | |||||
|---|---|---|---|---|---|
| 10.09 | Commercial License and Option Agreement between Registrant and Wisconsin Alumni Research Foundation (“WARF Agreement”) | 10.1 | 8-K | January 9, 2008 | 001-12830 |
| 10.09(a) | First Amendment to WARF Agreement dated March 11, 2009 | 10.38 | 10-K | March 23, 2009 | 001-12830 |
| 10.10** | Second Amended and Restated License Agreement dated June 15, 2017, between Cell Cure Neurosciences, Ltd. and Hadasit Medical Research Services and Development Ltd. (“Hadasit License”) | 10.1 | 10-Q | August 8, 2024 | 001-12830 |
| 10.10(a) | Amendment to Hadasit License dated January 8, 2018 | 10.38 | 10-K | March 15, 2018 | 001-12830 |
| 10.10(b)†† | Second Amendment to Hadasit License dated December 1, 2019 | 10.4(b) | 10-K | March 10, 2022 | 001-12830 |
|---|
| 10.10(c)†† | Side Letter Agreement dated December 17, 2021 between Hadasit Medical Research Services and Development Ltd., Cell Cure Neurosciences Ltd., Genentech, Inc. and F. Hoffmann-La Roche Ltd | 10.4(c) | 10-K | March 10, 2022 | 001-12830 |
| 10.10(d)†† | Second Side Letter Agreement dated December 17, 2021 between Hadasit Medical Research Services and Development Ltd. and Cell Cure Neurosciences Ltd. | 10.4(d) | 10-K | March 10, 2022 | 001-12830 |
| 10.11† | Debt and Note Purchase Agreement dated June 16, 2017, as amended June 29, 2017, between Registrant and HBL-Hadasit Bio-Holdings Ltd. | 10.3 | 10-Q | August 9, 2017 | 001-12830 |
| 10.12† | Share Purchase and Transfer Agreement dated June 16, 2017, by and among Registrant and HBL-Hadasit Bio-Holdings Ltd. and Cell Cure Neurosciences Ltd. | 10.4 | 10-Q | August 9, 2017 | 001-12830 |
| 10.13† | Non-exclusive License Agreement dated October 7, 2013 between WARF and Asterias | 10.5 | Asterias 10-Q | November 12, 2013 | 000-55046 |
| 10.14 | Form of Securities Purchase Agreement dated November 19, 2024, between Lineage Cell Therapeutics, Inc. and the purchaser parties thereto | 10.1 | 8-K | November 20, 2024 | 001-12830 |
| 10.15 | Form of Securities Purchase Agreement dated November 19, 2024, between Lineage Cell Therapeutics, Inc. and Broadwood Partners, L.P. | 10.2 | 8-K | November 20, 2024 | 001-12830 |
| 10.16†† | Collaboration and License Agreement dated December 17, 2021, between F. Hoffmann-La Roche Ltd, Genentech, Inc., Cell Cure Neurosciences Ltd., and Registrant | 10.13 | 10-K | March 10, 2022 | 001-12830 |
| 19.01* | Insider Trading Policy effective June 11, 2024 | ||||
| OTHER EXHIBITS | |||||
|---|---|---|---|---|---|
| 21.01* · List of Subsidiaries of the Registrant | |||||
| 23.01* · Consent of Moss Adams LLP | |||||
| 23.02* · Consent of WithumSmith+Brown, PC | |||||
| 31.01* · Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 | |||||
| 31.02* · Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 | |||||
| 32.01# · Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |||||
| 97 | Lineage Cell Therapeutics, Inc. Clawback Policy | 97 | 10-K | March 7, 2024 | 001-12830 |
| 101.INS* | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | ||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | ||||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
^ The schedules and exhibits to the merger agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the Securities and Exchange Commission upon request.
- Filed herewith.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.