Spero Therapeutics, 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
SPRO$1.01-5.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits, Financial Statement Schedules
(1)
Consolidated Financial Statements
See Index to Consolidated Financial Statements at Item 8 herein.
(2)
Financial Statement Schedules
All schedules are omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.
(3)
Exhibits
The following is a list of exhibits filed as part of this Annual Report on Form 10-K.
| ExhibitNumber · Exhibit Description · FiledwiththisReport · Incorporated byReference hereinfrom Form orSchedule · Filing Date · SEC File /RegistrationNumber | ||||
|---|---|---|---|---|
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant | Form 8-K(Exhibit 3.1) | 11/6/2017 | 001-38266 |
| 3.2 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant | Form 8-K(Exhibit 3.1) | 8/18/2021 | 001-38266 |
| 3.3 | Amended and Restated Bylaws of the Registrant | Form 10-Q(Exhibit 3.1) | 11/13/2023 | 001-38266 |
| 3.4 | Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock | Form 8-K(Exhibit 3.1) | 7/17/2018 | 001-38266 |
| 3.5 | Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock | Form 8-K(Exhibit 3.1) | 11/16/2018 | 001-38266 |
| 3.6 | Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock | Form 8-K(Exhibit 3.1) | 2/28/2020 | 001-38266 |
| 3.7 | Certificate of Designation of Preferences, Rights and Limitations of Series D Convertible Preferred Stock | Form 8-K(Exhibit 3.1) | 9/14/2020 | 001-38266 |
| 4.1 | Form of Common Stock Certificate | Form S-1(Exhibit 4.1) | 10/6/2017 | 333-220858 |
| 10.1# | 2017 Stock Incentive Plan, as amended | Form 8-K(Exhibit 10.1) | 6/3/2024 | 001-38266 |
| 10.2# | Form of Stock Option Agreement under the 2017 Stock Incentive Plan, as amended | Form S-8(Exhibit 4.6) | 9/20/2021 | 333-259662 |
| 10.3# | Form of Restricted Stock Unit Agreement under the 2017 Stock Incentive Plan, as amended | Form 8-K(Exhibit 10.1) | 8/30/2021 | 001-38266 |
| 10.4# | 2019 Inducement Equity Incentive Plan, as amended | Form 10-K(Exhibit 10.4) | 3/13/2024 | 001-38266 |
| 10.5# | Form of Stock Option Agreement under the 2019 Inducement Equity Incentive Plan, as amended | Form S-8(Exhibit 4.6) | 8/10/2023 | 333-273880 |
| 10.6# | Form of Restricted Stock Unit Agreement under the 2019 Inducement Equity Incentive Plan, as amended | Form S-8(Exhibit 4.7) | 8/10/2023 | 333-273880 |
| 10.7# | Form of Director and Officer Indemnification Agreement | Form S-1(Exhibit 10.4) | 10/6/2017 | 333-220858 | |
| 10.8# | Non-Employee Director Compensation Policy, as amended | Form 10-K(Exhibit 10.8) | 3/13/2024 | 001-38266 | |
| 10.9# | Consulting Agreement, dated June 13, 2023, by and between the Registrant and Ankit Mahadevia, M.D. | Form 10-Q(Exhibit 10.2) | 8/10/2023 | 001-38266 | |
| 10.10# | Amendment and Restated Employment Agreement, dated June 13, 2023, by and between the Registrant and Satyavrat Shukla | Form 10-Q(Exhibit 10.3) | 8/10/2023 | 001-38266 | |
| 10.11# | Interim Period Agreement, dated January 10, 2025, by and between the Registrant and Satyavrat Shukla | Form 8-K(Exhibit 10.1) | 1/10/2025 | 001-38266 | |
| 10.12# | Retention Letter Agreement, dated November 13, 2024, by and between the Registrant and Satyavrat Shukla | X | |||
| 10.13# | Employment Agreement, dated August 11, 2022, by and between the Registrant and Kamal Hamed, M.D. | Form 10-Q(Exhibit 10.5) | 11/14/2022 | 001-38266 | |
| 10.14# | Amendment to Employment Agreement, dated November 10, 2022, by and between the Registrant and Kamal Hamed, M.D. | Form 10-Q(Exhibit 10.8) | 11/14/2024 | 001-38266 | |
| 10.15# | Separation Agreement, dated July 30,2024 by and between the Registrant and Kamal Hamed, M.D. | Form 10-Q(Exhibit 10.1) | 11/14/2024 | 001-38266 | |
| 10.16# | Separation Agreement, dated July 30,2024 by and between the Registrant and Kamal Hamed, M.D. | Form 10-K(Exhibit 10.12) | 3/16/2020 | 001-38266 | |
| 10.17# | Amendment to Employment Agreement, dated November 10, 2022, by and between the Registrant and Timothy Keutzer | Form 10-Q(Exhibit 10.9) | 11/14/2022 | 001-38266 | |
| 10.18# | Second Amendment to Employment Agreement, dated as of February 1, 2023, by and between the Registrant and Timothy Keutzer | Form 10-Q(Exhibit 10.1) | 5/11/2023 | 001-38266 | |
| 10.19# | Retention Letter Agreement, dated November 13, 2024, by and between the Registrant and Timothy Keutzer | X | |||
| 10.20# | Employment Agreement, dated October 31, 2023 by and between the Registrant and Esther Rajavelu | Form 10-Q(Exhibit 10.1) | 5/11/2024 | 001-38266 | |
| 10.21# | Interim Period Agreement, dated January 10, 2025, by and between the Registrant and Esther Rajavelu | Form 8-K(Exhibit 10.2) | 1/10/2025 | 001-38266 | |
| 10.22# | Retention Letter Agreement, dated November 13, 2024, by and between the Registrant and Esther Rajavelu | X | |||
| 10.23# | Employment Agreement, dated November 6, 2020, by and between the Registrant and Tamara Joseph | Form 10-K(Exhibit 10.13) | 3/11/2021 | 001-38266 | |
| 10.24# | Amendment to Employment Agreement, dated November 10, 2022, by and between the Registrant and Tamara Joseph | Form 10-Q(Exhibit 10.10) | 11/14/2022 | 001-38266 | |
| 10.25# | Separation Agreement, dated February 9, 2024, by and between the Registrant and Tamara Joseph | Form 10-K(Exhibit 10.34) | 3/13/2024 | 001-38266 | |
| 10.26# | Consulting Agreement, dated February 9, 2024, by and between the Registrant and Tamara Joseph | Form 10-K(Exhibit 10.34) | 3/13/2024 | 001-38266 | |
| 10.27# | Consulting Agreement, effective as of August 5, 2024, by and between the Registrant and John C. Pottage, Jr., M.D. | Form 10-Q(Exhibit 10.3) | 11/14/2024 | 001-38266 | |
| 10.28# | Amended and Restated Consulting Agreement, effective as of January 29, 2025, by and between the Registrant and John C. Pottage, Jr., M.D. | X | |||
| 10.29# | Lease Agreement, dated August 24, 2015, by and between the Registrant and U.S. REIF Central Plaza Massachusetts, LLC | Form S-1(Exhibit 10.11) | 10/6/2017 | 333-220858 | |
| 10.30 | First Amendment to Lease Agreement, dated January 17, 2018, by and between the Registrant and U.S. REIF Central Plaza Massachusetts, LLC | Form 8-K(Exhibit 99.1) | 1/23/2018 | 001-38266 | |
| 10.31 | Second Amendment to Lease Agreement, dated December 16, 2019, by and between the Registrant and U.S. REIF Central Plaza Massachusetts, LLC | Form 8-K(Exhibit 99.1) | 12/19/2019 | 001-38266 | |
| 10.32 | Third Amendment to Lease Agreement, dated May 4, 2020, by and between the Registrant and U.S. REIF Central Plaza Massachusetts, LLC | Form 10-Q(Exhibit 10.4) | 8/6/2020 | 001-38266 | |
| 10.33 | Sublease, dated July 6, 2016, by and between the Registrant and Tetraphase Pharmaceuticals, Inc. | Form S-1(Exhibit 10.12) | 10/6/2017 | 333-220858 | |
| 10.34† | Stock Purchase Agreement, dated June 6, 2016, by and among Spero Cantab, Inc., the Registrant, Spero Cantab UK Limited, PBB Distributions Limited, New Pharma License Holdings Limited, Cantab Anti-Infectives Ltd and Pro Bono Bio PLC, as amended by Amendment to Stock Purchase Agreement, dated July 18, 2017 | Form S-1(Exhibit 10.13) | 10/6/2017 | 333-220858 | |
| 10.35† | Assignment and License Agreement, dated May 9, 2016, by and among Spero Trinem, Inc., the Registrant and Vertex Pharmaceuticals Incorporated | Form S-1/A(Exhibit 10.14) | 10/23/2017 | 333-220858 | |
| 10.36† | License Agreement, dated June 14, 2017, by and between the Registrant and Meiji Seika Pharma Co., Ltd., as supplemented by Addendum to License Agreement, dated June 14, 2017 | Form S-1(Exhibit 10.15) | 10/6/2017 | 333-220858 | |
| 10.37† | Contract Award, dated July 12, 2018, issued by the Biomedical Advanced Research and Development Authority of the United States Department of Health and Human Services | Form 10-Q(Exhibit 10.1) | 11/8/2018 | 001-38266 | |
| 10.38†† | Amended and Restated License Agreement, dated January 15, 2021, by and between the Registrant and Everest Medicines II Limited | Form 10-K(Exhibit 10.25) | 3/11/2021 | 001-38266 | |
| 10.39†† | License Agreement, dated June 30, 2021, by and between the Registrant and Pfizer Inc. | Form 10-Q(Exhibit 10.1) | 8/5/2021 | 001-38266 | |
| 10.40 | Share Purchase Agreement, dated June 30, 2021, by and between the Registrant and Pfizer Inc. | Form 10-Q(Exhibit 10.2) | 8/5/2021 | 001-38266 | |
| 10.41†† | Exclusive License Agreement, dated September 21, 2022, by and between the Registrant and GlaxoSmithKline Intellectual Property (No. 3) Limited | Form 10-Q(Exhibit 10.3) | 11/14/2022 | 001-38266 | |
| 10.42†† | Amendment 1 to Exclusive License Agreement, dated July 4, 2023, by and between the Registrant and GlaxoSmithKline Intellectual Property (No. 3) Limited | Form 10-K(Exhibit 10.34) | 3/13/2024 | 001-38266 | |
| 10.43†† | Amendment 2 to Exclusive License Agreement, dated December 20, 2023, by and between the Registrant and GlaxoSmithKline Intellectual Property (No. 3) Limited | Form 10-K(Exhibit 10.34) | 3/13/2024 | 001-38266 | |
| 10.44†† | Amendment 3 to Exclusive License Agreement, dated March 4, 2024, by and between the Registrant and GlaxoSmithKline Intellectual Property (No. 3) Limited | Form 10-Q(Exhibit 10.4) | 5/15/2024 | 001-38266 | |
| 10.45†† | Amendment 4 to Exclusive License Agreement, dated October 28, 2024, by and between the Registrant and GlaxoSmithKline Intellectual Property (No. 3) Limited | Form 10-Q(Exhibit 10.3) | 11/14/2024 | 001-38266 | |
| 10.47 | Share Purchase Agreement, dated September 21, 2022, by and between the Registrant and Glaxo Group Limited | Form 10-Q(Exhibit 10.4) | 11/14/2022 | 001-38266 | |
| 10.48 | Controlled Equity Offering Sales Agreement, dated March 11, 2021, by and between the Registrant and Cantor Fitzgerald & Co. | Form 10-K(Exhibit 10.28) | 3/11/2021 | 001-38266 | |
| 10.49 | Form of Proprietary Information and Inventions Assignment Agreement | Form S-1/A(Exhibit 10.17) | 10/23/2017 | 333-220858 | |
| 19.1 | Spero Therapeutics, Inc. Insider Trading Policy, effective as of June 5, 2023 | X | |||
| 23.1 | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm | X | |||
| 31.1 | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32* | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by Principal Executive Officer and Principal Financial Officer | X | |||
| 97.1 | Clawback Policy, effective as of November 12, 2023 | Form 10-K(Exhibit 97.1) | 3/13/2024 | 001-38266 | |
| 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 | X | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | X |
† Confidential treatment received as to portions of the exhibit. Confidential materials omitted and filed separately with the SEC.
†† Certain confidential portions of this Exhibit were omitted by means of marking such portions with brackets (“[***]”) because the identified confidential portions (i) are not material and (ii) is the type that the Registrant treats as private or confidential.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.