Artiva Biotherapeutics, Inc.
For the period ended Dec 31, 2024. Filed Mar 24, 2025.
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FY2024 · Filed Mar 24, 2025
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Item 15. Exhibits, Financial Statement Schedules
(a)
All financial statements.
The financial statements of Artiva Biotherapeutics, Inc., together with the report thereon of KPMG LLP, an independent registered public accounting firm, are included in this Annual Report on Form 10-K on the following pages:
| Report of Independent Registered Public Accounting Firm (KPMG LLP, San Diego, California; PCAOB ID: 185 | F-2 |
|---|---|
| Balance Sheets | F-3 |
| Statements of Operations and Comprehensive Loss | F-4 |
| Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) | F-5 |
| Statements of Cash Flows | F-6 |
| Notes to Financial Statements | F-7 |
Financial statement schedules.
All schedules have been omitted because the information required to be set forth therein is not applicable, not required or the information required is shown in the financial statements or notes thereto.
Exhibits
The following is a list of exhibits filed with this report or incorporated herein by reference.
Exhibit Index
| Exhibit number · Incorporated by Reference · FiledHerewith | |||||
|---|---|---|---|---|---|
| Description of document · Form · Date · Number | |||||
| 3.1 | Amended and Restated Certificate of Incorporation. | 8-K | 7/22/2024 | 3.1 | |
| 3.2 | Amended and Restated Bylaws. | S-1 | 6/28/2024 | 3.4 | |
| 4.1 | Form of Common Stock Certificate of the Registrant. | S-1/A | 7/15/2024 | 4.1 | |
| 4.2 | Amended and Restated Investors’ Rights Agreement, dated February 22, 2021, by and among the Registrant and certain of its stockholders. | S-1 | 6/28/2024 | 4.2 | |
| 4.3 | Description of the Registrant's Capital Stock. | X | |||
| 10.1+ | Form of Indemnity Agreement, by and between the Registrant and its directors and officers. | S-1 | 6/28/2024 | 10.1 | |
| 10.2+ | The Registrant’s 2020 Equity Incentive Plan, as amended. | S-1 | 6/28/2024 | 10.2 | |
| 10.3+ | Forms of Stock Option Grant Notice, Stock Option Grant Notice with Acceleration of Vesting, Option Agreement and Notice of Exercise under the Registrant’s 2020 Equity Incentive Plan. | S-1 | 6/28/2024 | 10.3 | |
| 10.4+ | The Registrant’s 2024 Equity Incentive Plan | S-8 | 7/22/2024 | 99.3 | |
| 10.5+ | Forms of Stock Option Grant Notice, Option Agreement and Notice of Exercise under the Registrant’s 2024 Equity Incentive Plan. | S-1/A | 7/15/2024 | 10.5 | |
| 10.6+ | Forms of Restricted Stock Unit Grant Notice and Award Agreement under the Registrant’s 2024 Equity Incentive Plan. | S-1/A | 7/15/2024 | 10.6 | |
| 10.7+ | The Registrant’s 2024 Employee Stock Purchase Plan. | S-8 | 7/22/2024 | 99.6 | |
| 10.8+ | The Registrant’s Non-Employee Director Compensation Policy. | S-1/A | 7/15/2024 | 10.8 | |
| 10.9+ | Executive Employment Agreement, dated December 14, 2020, as amended, by and between the Registrant and Fred Aslan, M.D. | S-1 | 6/28/2024 | 10.9 | |
| 10.10+ | Employment Offer Letter, dated May 21, 2022, by and between the Registrant and Thorsten Graef, M.D., Ph.D. | S-1 | 6/28/2024 | 10.10 | |
| 10.11+ | Employment Offer Letter, dated August 27, 2020, as amended, by and between the Registrant and Jennifer Bush. | S-1 | 6/28/2024 | 10.11 | |
| 10.12 | Office Lease, dated June 12, 2019, by and between the Registrant and AAT La Jolla Commons, LLC (as successor-in-interest to HSPFLa Jolla Commons I Investors LLC). | S-1 | 6/28/2024 | 10.12 | |
| 10.13^ | Option and License Agreement, dated September 4, 2019, by and between the Registrant and GC Cell Corporation (f/k/a GC Lab Cell Corporation). | S-1 | 6/28/2024 | 10.13 | |
| 10.14 | Amendment No. 1 to Option and License Agreement, dated June 23, 2020, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.14 | |
| Exhibit number · Incorporated by Reference · FiledHerewith | ||||
|---|---|---|---|---|
| Description of document · Form · Date · Number | ||||
| 10.15^ | Omnibus Amendment, dated February 3, 2022, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.15 |
| 10.16^ | Master Agreement for Manufacturing Services, dated March 16, 2020, by and between the Registrant and GC Cell Corporation (f/k/a GC Lab Cell Corporation). | S-1 | 6/28/2024 | 10.16 |
| 10.17 | Amendment No. 1 to Master Agreement for Manufacturing Services, dated June 16, 2020, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.17 |
| 10.18^ | Master Research Services Agreement, dated August 3, 2020, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.18 |
| 10.19^ | Selected Product License Agreement (AB-101), dated November 21, 2019, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.19 |
| 10.20^ | Selected Product License Agreement (AB-201), dated September 29, 2020, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.20 |
| 10.21^ | Amendment to Selected Product License Agreement (AB-201), dated September 6, 2023, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.21 |
| 10.22 | Lease Agreement, dated June 16, 2021, by and between the Registrant and ARE-SD Region No. 66, LLC. | S-1 | 6/28/2024 | 10.22 |
| 10.23 | License Agreement, dated June 16, 2021, by and between the Registrant and ARE-SD Region No. 37, LLC. | S-1 | 6/28/2024 | 10.23 |
| 10.24 | First Amendment to License Agreement, dated May 9, 2022, by and between the Registrant and ARE-SD Region No. 37, LLC. | S-1 | 6/28/2024 | 10.24 |
| 10.25^ | Selected Product License Agreement (CD5), dated December 20, 2022, by and between the Registrant and GC Cell Corporation. | S-1 | 6/28/2024 | 10.25 |
| 10.26^ | Collaboration Agreement, dated November 1, 2022, by and between the Registrant and Affimed GmbH. | S-1 | 6/28/2024 | 10.26 |
| 10.27 | Amendment No. 1 to Collaboration Agreement, dated November 14, 2022, by and between the Registrant and Affimed GmbH. | S-1 | 6/28/2024 | 10.27 |
| 10.28 | Amendment No. 2 to Collaboration Agreement, dated June 30, 2023, by and between the Registrant and Affimed GmbH. | S-1 | 6/28/2024 | 10.28 |
| 10.29+ | Employment Offer Letter, dated December 7, 2021, by and between the Registrant and Christopher P. Horan. | S-1 | 6/28/2024 | 10.29 |
| 10.30+ | Employment Offer Letter, dated April 15, 2024, by and between the Registrant and Neha Krishnamohan. | S-1 | 6/28/2024 | 10.36 |
| 10.31+ | Employment Offer Letter, dated September 17, 2020, by and between the Registrant and Heather Raymon, Ph.D. | S-1 | 6/28/2024 | 10.37 |
| 10.32+ | Consulting Agreement dated November 1, 2023, as amended, by and between the Registrant and Diego Miralles, M.D. | S-1 | 6/28/2024 | 10.38 |
| Exhibit number | Incorporated by Reference | FiledHerewith | ||||||
| Description of document | Form | Date | Number | |||||
| 19.1 | Insider Trading Policy | X | ||||||
| 24.1 | Power of Attorney (included on the signature page). | 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 | Incentive Compensation Recoupment Policy | X | ||||||
| 101.INS | Inline XBRL Instance Document | X | ||||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With embedded Linkbase Documents Document | X | ||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | X | ||||||
- Indicates management contract or compensatory plan
- This certification is deemed not filed for purpose of section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.
^ Pursuant to Item 601(b)(10) of Regulation S-K, certain portions of this exhibit have been omitted (indicated by “[***]”) because the Registrant has determined that the information is not material and is the type that the Registrant treats as private or confidential
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