Kyverna Therapeutics, Inc.
For the period ended Dec 31, 2024. Filed Mar 27, 2025.
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FY2024 · Filed Mar 27, 2025
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Item 15. Exhibits, Financial Statement Schedules
(a)Financial Statements. The financial statements of Kyverna Therapeutics, Inc. and the report of BDO USA, P.C., Independent Registered Public Accounting Firm, are included in a separate section of this Annual Report on Form 10-K beginning on page F-1.
(b)Exhibits. The following is a list of exhibits filed as part of this Annual Report on Form 10-K:
| ExhibitNumber | Description | Registrant’sForm | Date Filedwith theSEC | ExhibitNumber |
|---|---|---|---|---|
| 3.1 | Amended and Restated Certificate of Incorporation of Kyverna Therapeutics, Inc. | 8-K | 2/12/2024 | 3.1 |
| 3.2 | Amended and Restated Bylaws of Kyverna Therapeutics, Inc. | 8-K | 2/12/2024 | 3.2 |
| 4.1 | Form of Common Stock Certificate. | S-1 | 1/16/2024 | 4.1 |
| 4.2* | Description of Registrant’s Securities. | 10-K | 3/26/2024 | 4.2 |
| 10.1#* | Kyverna Therapeutics, Inc. Amended and Restated 2019 Stock Plan, as amended, and forms of agreement thereunder. | S-1 | 1/16/2024 | 10.1 |
| 10.2# | Kyverna Therapeutics, Inc. 2024 Equity Incentive Plan. | S-8 | 2/8/2024 | 10.2 |
| 10.3# | Kyverna Therapeutics, Inc. 2024 Equity Incentive Plan Form of Stock Option Agreement. | S-1/A | 2/1/2024 | 10.3 |
| 10.4# | Kyverna Therapeutics, Inc. 2024 Equity Incentive Plan Form of Restricted Stock Unit Award Agreement. | S-1/A | 2/6/2024 | 10.4 |
| 10.5# | Kyverna Therapeutics, Inc. 2024 Employee Stock Purchase Plan. | S-8 | 2/8/2024 | 10.5 |
| 10.6# | Form of Indemnification Agreement. | S-1/A | 2/6/2024 | 10.6 |
| 10.7# | Employment Offer Letter, dated September 14, 2024, between Kyverna Therapeutics, Inc. and Warner Biddle. | 8-K | 9/16/2024 | 10.1 |
| 10.8* | Employment Offer Letter, dated December 30, 2024, between Kyverna Therapeutics, Inc. and Naji H. Gehchan, M.D. | |||
| 10.9# | Employment Offer Letter, dated July 9, 2021, between Kyverna Therapeutics, Inc. and Karen Walker. | S-1 | 1/16/2024 | 10.9 |
| 10.10 | Amended and Restated Investors’ Rights Agreement, dated November 9, 2021. | S-1 | 1/16/2024 | 10.10 |
| 10.11 | Office/Laboratory Lease, dated July 21, 2020, between Kyverna Therapeutics, Inc. and Emery Station Office II, LLC. | S-1 | 1/16/2024 | 10.11 |
| 10.12 | First Amendment to Office/Laboratory Lease, dated November 29, 2021, between Kyverna Therapeutics, Inc. and Emery Station Office II, LLC. | S-1 | 1/16/2024 | 10.12 |
| 10.13† | License and Collaboration Agreement, dated December 29, 2021, between Kyverna Therapeutics, Inc. and Intellia Therapeutics, Inc. | S-1 | 1/16/2024 | 10.13 |
| 10.14† | Patent License Agreement (License Number L-158-2021-0), dated May 20, 2021, between Kyverna Therapeutics, Inc. and the National Institutes of Health. | S-1 | 1/16/2024 | 10.14 |
| ExhibitNumber | Description | Registrant’sForm | Date Filedwith theSEC | ExhibitNumber |
|---|---|---|---|---|
| 10.15† | Patent License Agreement (License Number L-159-2021-0), dated May 27, 2021, between Kyverna Therapeutics, Inc. and the National Institutes of Health. | S-1 | 1/16/2024 | 10.15 |
| 10.16* | Kyverna Therapeutics, Inc. Non-Employee Director Compensation Program. | |||
| 10.17# | Separation and General Release Agreement, dated September 13, 2024, between Kyverna Therapeutics, Inc. and Peter Maag, Ph.D. | 8-K | 9/16/2024 | 10.2 |
| 10.18# | Letter Agreement, dated November 26, 2024, between Kyverna Therapeutics, Inc. and James Chung, M.D., Ph.D. | 8-K | 11/26/2024 | 10.1 |
| 19.1* | Kyverna Therapeutics, Inc. Insider Trading Policy. | |||
| 23.1* | Consent of BDO USA, P.C., Independent Registered Public Accounting Firm. | |||
| 31.1* | Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934. | |||
| 31.2* | Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934. | |||
| 32.1‡ | Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||
| 32.2‡ | Certification of the 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* | Kyverna Therapeutics, Inc. Clawback Policy. | 10-K | 3/26/2024 | 97 |
| * | Filed herewith |
|---|---|
| # | Indicates management contract or compensatory plan or arrangement. |
| † | Portions of this exhibit (indicated by [… * * *…]) have been omitted because the registrant has determined that the information is both (i) not material and (ii) of the type that the Registrant treats as private and confidential. |
| ‡ | Furnished herewith. |
(c)Financial Statement Schedules. All financial statement schedules are omitted because they are not applicable or required, or the information required to be set forth therein is included in the financial statements or notes thereto included in the Index to Financial Statements on Page F-1 of this Annual Report on Form 10-K.
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