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Stoke Therapeutics, Inc.

For the period ended Dec 31, 2024. Filed Mar 18, 2025.

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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 Mar 18, 2025

STOK$26.54+1.8%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

For the fiscal year ended December 31,2024

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

Commission File Number 001-38938

Stoke Therapeutics, Inc.

(Exact name of Registrant as specified in its Charter)

Delaware47-1144582
(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)
45 Wiggins AveBedford, Massachusetts01730
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (781)430-8200

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTradingSymbol(s)Name of each exchange on which registered
Common Stock, $0.0001 par value per shareSTOKNasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant, based on the closing price of the shares of common stock on The NASDAQ Stock Market as of June 28, 2024, the last business day of the registrant’s most recently completed second fiscal quarter, was approximately $528 million. The number of shares of Registrant’s Common Stock outstanding as of February 28, 2025 was 54,077,739.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s Definitive Proxy Statement relating to the 2024 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent stated herein. The Definitive Proxy Statement will be filed within 120 days of the Registrant’s fiscal year ended December 31, 2024. Except with respect to information specifically incorporated by reference in this Form 10-K, the Definitive Proxy Statement is not deemed to be filed as part of this Form 10-K.

Auditor Firm Id:185 Auditor Name: KPMG LLPAuditor Location: Boston, MA USA

Table of Contents

Page
Special Note Regarding Forward-Looking statementsi
PART I
Item 1.Business1
Item 1A.Risk Factors31
Item 1B.Unresolved Staff Comments71
Item 1C.Cybersecurity71
Item 2.Properties72
Item 3.Legal Proceedings72
Item 4.Mine Safety Disclosures72
PART II
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities73
Item 6.[Reserved]73
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations74
Item 7A.Quantitative and Qualitative Disclosures About Market Risk87
Item 8.Financial Statements and Supplementary Data87
Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure87
Item 9A.Controls and Procedures87
Item 9B.Other Information88
Item 9C.Disclosure Regarding Foreign Jurisdictions That Prevent Inspections89
PART III
Item 10.Directors, Executive Officers and Corporate Governance90
Item 11.Executive Compensation90
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters90
Item 13.Certain Relationships and Related Transactions, and Director Independence90
Item 14.Principal Accountant Fees and Services90
PART IV
Item 15.Exhibits, Financial Statement Schedules91
ContentsView on SEC.gov

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