Septerna, Inc.
For the period ended Dec 31, 2024. Filed Mar 27, 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 27, 2025
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Item 15. Exhibits and Financial Statement Schedules
(a)
Financial Statements. The financial statements of Septerna, Inc. and the report of Ernst & Young LLP, Independent Registered Public Accounting Firm, are included in a separate section of this Annual Report on Form 10-K beginning on page F-1. All financial statement schedules are omitted because the information is inapplicable or presented in the notes to the financial statements.
(b)
Exhibits. The following is a list of exhibits filed as part of this Annual Report on Form 10-K:
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date |
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant. | 8-K | 001-42382 | 3.1 | October 28, 2024 |
| 3.2 | Amended and Restated Bylaws of the Registrant. | 8-K | 001-42382 | 3.2 | October 28, 2024 |
| 4.1† | Amended and Restated Investors’ Rights Agreement, by and among the Registrant and certain of its stockholders, dated as of June 28, 2023 | S-1 | 333-282469 | 4.1 | October 24, 2024 |
| 4.2 | Specimen Common Stock Certificate | S-1 | 333-282469 | 4.2 | October 24, 2024 |
| 10.1# | 2021 Stock Option and Grant Plan, as amended, and forms of award agreements thereunder | S-1 | 333-282469 | 10.1 | October 21, 2024 |
| 10.2# | 2024 Stock Option and Incentive Plan and forms of award agreements thereunder | S-1 | 333-282469 | 10.2 | October 21, 2024 |
| 10.3# | 2024 Employee Stock Purchase Plan | S-1 | 333-282469 | 10.3 | October 21, 2024 |
| 10.4# | Form of Non-Employee Director Indemnification Agreement, by and between the Registrant and each of its non-employee directors | S-1 | 333-282469 | 10.4 | October 21, 2024 |
| 10.5# | Form of Employee Director / Officer Indemnification Agreement, by and between the Registrant and each of its executive officers | S-1 | 333-282469 | 10.5 | October 21, 2024 |
| 10.6#† | Employment Agreement, by and between the Registrant and Jeffrey Finer, dated as of September 9, 2022 | S-1 | 333-282469 | 10.6 | October 21, 2024 |
| 10.7#† | Employment Agreement, by and between the Registrant and Ran Xiao, dated as of January 18, 2022 | S-1 | 333-282469 | 10.7 | October 21, 2024 |
| 10.8#† | Employment Agreement, by and between the Registrant and Liz Bhatt, dated as of May 20, 2022 | S-1 | 333-282469 | 10.8 | October 21, 2024 |
| 10.9#† | Employment Agreement, by and between the Registrant and Jae B. Kim, dated as of September 4, 2024 | S-1 | 333-282469 | 10.9 | October 21, 2024 |
| 10.10#† | Employment Agreement, by and between the Registrant and Samira Shaikhly, dated as of December 22, 2022 | S-1 | 333-282469 | 10.10 | October 21, 2024 |
| 10.11#† | Employment Agreement, by and between the Registrant and Uwe Klein, dated as of February 17, 2021 | S-1 | 333-282469 | 10.11 | October 21, 2024 |
| 10.12#† | Employment Agreement, by and between the Registrant and Daniel Long, dated as of September 27, 2021 | S-1 | 333-282469 | 10.12 | October 21, 2024 |
| 10.13# | Non-Employee Director Compensation Policy | S-1 | 333-282469 | 10.13 | October 21, 2024 |
| 10.14# | Senior Executive Cash Incentive Bonus Plan | S-1 | 333-282469 | 10.14 | October 21, 2024 |
| 10.15# | Offer Letter, by and between the Company and Gil M. Labrucherie, dated as of December 6, 2024. | 8-K | 001-42382 | 10.1 | January 6, 2025 |
| 10.16# | Executive Severance Plan of the Registrant | S-1 | 333-282469 | 10.16 | October 21, 2024 |
| 10.17† | Lease Agreement, by and between the Registrant and Britannia Pointe Grant Limited Partnership, dated as of April 20, 2021, as amended by the First Amendment to Lease Agreement dated as of September 14, 2022, Second Amendment to Lease Agreement dated as of September 23, 2022, Third Amendment to Lease Agreement dated as of December 22, 2022, and Fourth Amendment to Lease Agreement dated as of December 12, 2023 | S-1 | 333-282469 | 10.17 | October 21, 2024 |
| 10.18 | Service Agreement, by and between the Registrant and Third Rock Ventures, LLC, dated as of August 25, 2021 | S-1 | 333-282469 | 10.18 | October 21, 2024 |
| 19.1* | Insider Trading Policy of the Registrant | ||||
| 21.1 | Subsidiaries of the Registrant | S-1 | 333-282469 | 21.1 | October 21, 2024 |
| 23.1* | Consent of Independent Registered Public Accounting Firm | ||||
| 24.1* | Power of Attorney (included on signature page) | ||||
| 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. | ||||
| 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. | ||||
| 32.1*+ | Certifications 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. | ||||
| 97.1# | Compensation Recovery Policy of the Registrant | S-1 | 333-282469 | 10.15 | October 21, 2024 |
| 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. | ||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | ||||
| 104* | Cover Page formatted as Inline XBRL and contained in Exhibit 101 | ||||
- Filed herewith.
- The certifications furnished in Exhibit 32.1 hereto are deemed to be furnished with this Annual Report and will not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, except to the extent that the Registrant specifically incorporates it by reference.
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