Kiniksa Pharmaceuticals International, plc
For the period ended Dec 31, 2025. Filed Feb 24, 2026.
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FY2025 · Filed Feb 24, 2026
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Item 15. Exhibits and Financial Statement Schedules
| ITEM 15. | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES. |
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(a)(1) Financial Statements.
See the “Index to Consolidated Financial Statements” on page F-1 below for the list of financial statements filed as part of this report.
(a)(2) Financial Statement Schedules.
All schedules have been omitted because they are not required or because the required information is given in the Consolidated Financial Statements or Notes thereto set forth below beginning on page F-1.
(a)(3) Exhibits. See Exhibit Index.
EXHIBIT INDEX
| · · · · Incorporated by Reference | ||||||||||||
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| ExhibitNumber · · Exhibit Description · · Form · File No. · Exhibit · FilingDate · Filed/FurnishedHerewith | ||||||||||||
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| 3.1 | | Articles of Association of Kiniksa Pharmaceuticals International, plc | | 8-K12B | | 001-38492 | | 3.1 | | 6/28/24 | | |
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| 4.1 | | Specimen Share Certificate evidencing the Class A Ordinary Shares | | 8-K12B | | 001-38492 | | 4.1 | | 6/28/24 | | |
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| 4.2 | | Second Amended and Restated Investors’ Rights Agreement, dated as of February 9, 2018 | | S-1 | | 333-224488 | | 4.2 | | 4/27/18 | | |
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| 4.3 | | Description of Kiniksa Pharmaceuticals International, plc Securities | | 8-K12B | | 001-38492 | | 4.2 | | 6/28/24 | | |
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| 10.1† | | Asset Purchase Agreement, dated September 7, 2016, by and between the Registrant and Biogen MA Inc., as amended | | S-1 | | 333-224488 | | 10.6 | | 4/27/18 | | |
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| 10.2†† | | Amendment No. 2, dated August 2, 2022, to the Asset Purchase Agreement, dated September 7, 2016, by and between the Registrant and Biogen MA Inc. | | 10-Q | | 001-38492 | | 10.2 | | 11/3/22 | | |
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| 10.3† | | License Agreement, dated September 25, 2017, by and between the Registrant and Regeneron Pharmaceuticals, Inc. | | S-1 | | 333-224488 | | 10.7 | | 4/27/18 | | |
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| 10.4†† | | Amendments Nos. 1 and 2 to the License Agreement, dated September 25, 2017, by and between Kiniksa Pharmaceuticals Ltd. and Regeneron Pharmaceuticals, Inc. | | 10-Q | | 001-38492 | | 10.2 | | 5/6/21 | | |
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| 10.5† | | License Agreement, dated as of December 21, 2017, by and between the Registrant and MedImmune, Limited | | S-1 | | 333-224488 | | 10.8 | | 4/27/18 | | |
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| 10.6† | | Amendment No. 1 to the License Agreement, effective as of July 9, 2020, by and between Kiniksa Pharmaceuticals, Ltd. and MedImmune Limited | | 8-K | | 001-38492 | | 10.1 | | 7/15/20 | | |
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| 10.7†† | | Exclusive License Agreement, dated as of November 1, 2013, by and between The Beth Israel Deaconess Medical Center and Primatope Therapeutics Inc. | | 10-K | | 001-38492 | | 10.38 | | 2/24/22 | | |
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| 10.8††+ | | Collaboration and License Agreement (Rilonacept), by and between Kiniksa Pharmaceuticals (UK), Ltd. and Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd., dated as of February 21, 2022 | | 10-Q | | 001-38492 | | 10.2 | | 5/5/22 | | |
| · · · · Incorporated by Reference | ||||||||||||
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| ExhibitNumber · · Exhibit Description · · Form · File No. · Exhibit · FilingDate · Filed/FurnishedHerewith | ||||||||||||
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| 10.9††+ | | License Agreement, dated August 2, 2022, by and among Kiniksa Pharmaceuticals (UK), Ltd., Genentech, Inc. and F. Hoffmann-La Roche Ltd. | | 10-Q | | 001-38492 | | 10.1 | | 11/3/22 | | |
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| 10.10†† | | Commercial Supply Agreement, dated February 26, 2021, by and between Kiniksa Pharmaceuticals (UK) Ltd. and Regeneron Pharmaceuticals, Inc. | | 10-Q | | 001-38492 | | 10.1 | | 5/6/21 | | |
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| 10.11 | | Clinical Supply Agreement, dated as of September 27, 2017, by and between the Registrant and Regeneron Pharmaceuticals, Inc. | | S-1 | | 333-224488 | | 10.9 | | 4/27/18 | | |
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| 10.12† | | Master Services Agreement, dated June 25, 2024, by and between Kiniksa Pharmaceuticals (UK), Ltd. and Samsung Biologics Co., Ltd. | | 10-Q | | 001-38492 | | 10.12 | | 7/25/24 | | |
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| 10.13† | | Product Specific Agreement, dated June 25, 2024, by and between Kiniksa Pharmaceuticals (UK), Ltd. and Samsung Biologics Co., Ltd. | | 10-Q | | 001-38492 | | 10.13 | | 7/25/24 | | |
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| 10.14 | | Sublease Agreement, dated as of March 13, 2018, by and between Kiniksa Pharmaceuticals Corp. and Shire Human Genetic Therapies, Inc. | | S-1 | | 333-224488 | | 10.10 | | 4/27/18 | | |
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| 10.15 | | First and Second Amendment to Sublease Agreement, dated as of June 26, 2018 and July 17, 2018, respectively, by and between Kiniksa Pharmaceuticals Corp. and Shire Human Genetic Therapies, Inc. | | 10-Q | | 001-38492 | | 10.10 | | 8/6/18 | | |
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| 10.16 | | Third Amendment to Sublease Agreement, dated as of November 7, 2018, by and between Kiniksa Pharmaceuticals Corp. and Shire Human Genetic Therapies, Inc. | | 8-K | | 001-38492 | | 10.1 | | 11/13/18 | | |
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| 10.17 | | Recognition and Attornment Agreement and Amendment of Sublease by and between Kiniksa Pharmaceuticals Corp. and 92 Hayden Avenue Trust dated as of November 6, 2020 | | 8-K | | 001-38492 | | 10.1 | | 11/10/20 | | |
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| 10.18 | | Fifth Amendment of Sublease, dated July 27, 2022, by and between Kiniksa Pharmaceuticals Corp. and 92 Hayden Avenue Trust | | 10-Q | | 001-38492 | | 10.3 | | 11/3/22 | | |
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| 10.19 | | Sixth Amendment of Sublease, dated May 24, 2023, by and between Kiniksa Pharmaceuticals Corp. and 92 Hayden Avenue Trust | | 10-Q | | 001-38492 | | 10.1 | | 8/1/23 | | |
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| 10.20# | | Amended and Restated Employment Agreement, dated as of May 29, 2018, by and between Kiniksa Pharmaceuticals Corp. and Sanj K. Patel | | 10-Q | | 001-38492 | | 10.7 | | 8/6/18 | | |
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| · · · · Incorporated by Reference | ||||||||||||
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| ExhibitNumber · · Exhibit Description · · Form · File No. · Exhibit · FilingDate · Filed/FurnishedHerewith | ||||||||||||
| 10.21# | | Employment Agreement, effective as of January 1, 2025, by and between Kiniksa Pharmaceuticals Corp. and John F. Paolini | | 10-K | | 001-38492 | | 10.22 | | 2/25/25 | | |
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| 10.22# | | Employment Agreement, effective as of January 1, 2025, by and between the Company and Mark Ragosa | | 10-K | | 001-38492 | | 10.23 | | 2/25/25 | | |
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| 10.23# | | Employment Agreement, effective as of January 1, 2025, by and between Eben Tessari and Kiniksa Pharmaceuticals Corp. | | 10-K | | 001-38492 | | 10.24 | | 2/25/25 | | |
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| 10.24# | | Employment Agreement, effective as of July 1, 2025, by and between Michael Megna and Kiniksa Pharmaceuticals Corp. | | 10-Q | | 001-38492 | | 10.1 | | 10/28/25 | | |
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| 10.25# | | Employment Agreement, effective as of January 1, 2025, by and between Kiniksa Pharmaceuticals Corp. and Ross Moat | | 10-K | | 001-38492 | | 10.26 | | 2/25/25 | | |
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| 10.26+# | | Consulting Agreement by and between Kiniksa Pharmaceuticals International, plc and Dr. Richard Levy | | | | | | | | | | * |
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| 10.27# | | Form of Indemnification Agreement for Directors | | 8-K12B | | 001-38492 | | 10.1 | | 6/28/24 | | |
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| 10.28# | | Form of Indemnification Agreement for Officers | | 8-K12B | | 001-38492 | | 10.2 | | 6/28/24 | | |
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| 10.29# | | 2015 Equity Incentive Plan | | 8-K12B | | 001-38492 | | 10.3 | | 6/28/24 | | |
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| 10.30# | | 2018 Incentive Award Plan and forms of award agreements thereunder | | 10-Q | | 001-38492 | | 10.9 | | 7/29/25 | | |
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| 10.31# | | 2018 Incentive Award Plan; Subplan for UK Employees and forms of award agreements thereunder | | 8-K12B | | 001-38492 | | 10.5 | | 6/28/24 | | |
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| 10.32# | | 2018 Incentive Award Plan; Forms of option grant notice and option agreement for German participants, restricted share grant notice and restricted share agreement for German participants, and restricted share unit grant notice and restricted share unit agreement for German participants | | 8-K12B | | 001-38492 | | 10.6 | | 6/28/24 | | |
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| 10.33# | | 2018 Incentive Award Plan forms of option grant notice and option agreement for Swiss participants, restricted share grant notice and restricted share agreement for Swiss participants, and restricted share unit grant notice and restricted share unit agreement for Swiss participants | | 8-K12B | | 001-38492 | | 10.7 | | 6/28/24 | | |
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| 10.34# | | Form of 2024 Performance Share Unit Grant Notice and 2024 Performance Share Unit Award Agreement | | 10-Q | | 001-38492 | | 10.2 | | 4/25/24 | | |
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| 10.35# | | Form of 2025 Performance Share Unit Grant Notice and 2025 Performance Share Unit Award Agreement | | 10-Q | | 001-38492 | | 10.1 | | 4/29/25 | | |
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| 10.36# | | 2018 Employee Share Purchase Plan | | 8-K12B | | 001-38492 | | 10.8 | | 6/28/24 | | |
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| 10.37# | | Offering Document under the 2018 Employee Share Purchase Plan | | 8-K12B | | 001-38492 | | 10.9 | | 6/28/24 | | |
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| 10.38# | | KPL-387 Long-Term Incentive Plan for Executive Officers | | 8-K | | 001-38492 | | 10.1 | | 4/23/25 | | |
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| · · · · Incorporated by Reference | ||||||||||||
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| ExhibitNumber · · Exhibit Description · · Form · File No. · Exhibit · FilingDate · Filed/FurnishedHerewith | ||||||||||||
| 10.39# | | Form of Milestone 1 Cash Award Grant Notice and Agreement under the KPL-387 Long-Term Incentive Plan | | 8-K | | 001-38492 | | 10.2 | | 4/23/25 | | |
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| 10.40# | | Form of Milestone 2 Cash Award Grant Notice and Agreement under the KPL-387 Long-Term Incentive Plan | | 8-K | | 001-38492 | | 10.3 | | 4/23/25 | | |
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| 10.41# | | Form of Milestone 1 PSU Award Grant Notice and Agreement under the KPL-387 Long-Term Incentive Plan | | 8-K | | 001-38492 | | 10.4 | | 4/23/25 | | |
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| 10.42# | | Form of Milestone 2 PSU Award Grant Notice and Agreement under the KPL-387 Long-Term Incentive Plan | | 8-K | | 001-38492 | | 10.5 | | 4/23/25 | | |
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| 10.43# | | Form of Milestone 1 Option Award Grant Notice and Agreement under the KPL-387 Long-Term Incentive Plan | | 8-K | | 001-38492 | | 10.6 | | 4/23/25 | | |
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| 10.44# | | Form of Milestone 2 Option Award Grant Notice and Agreement under the KPL-387 Long-Term Incentive Plan | | 8-K | | 001-38492 | | 10.7 | | 4/23/25 | | |
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| 10.45# | | Agreement for the Provision of Depositary Services and Custody Services, dated as of June 28, 2024, in respect of Kiniksa Pharmaceuticals International, plc A Depositary Receipts and A1 Depositary Receipts among Computershare Trust Company, N.A., Kiniksa Pharmaceuticals International, plc and Holders of A Depositary Receipts and A1 Depositary Receipts | | 8-K12B | | 001-38492 | | 10.10 | | 6/28/24 | | |
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| 10.46# | | Agreement for the Provision of Depositary Services and Custody Services, dated as of June 28, 2024, in respect of Kiniksa Pharmaceuticals International, plc B Depositary Receipts and B1 Depositary Receipts among Computershare Trust Company, N.A., Kiniksa Pharmaceuticals International, plc and Holders of B Depositary Receipts and B1 Depositary Receipts | | 8-K12B | | 001-38492 | | 10.11 | | 6/28/24 | | |
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| 10.47# | | Non-Employee Director Compensation Program | | | | | | | | | | * |
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| 10.48# | | Restricted Share Agreement, dated as of September 16, 2015, by and between the Registrant and Sanj K. Patel | | S-1 | | 333-229394 | | 10.25 | | 1/28/19 | | |
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| 19.1 | | Insider Trading Compliance Program | | 10-K | | 001-38492 | | 19.1 | | 2/28/24 | | |
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| 21.1 | | Subsidiaries of the Registrant | | | | | | | | | | * |
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| 23.1 | | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm | | | | | | | | | | * |
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| 31.1 | | Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer | | | | | | | | | | * |
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| 31.2 | | Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer | | | | | | | | | | * |
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| 32.1 | | Section 1350 Certification of Chief Executive Officer | | | | | | | | | | ** |
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| 32.2 | | Section 1350 Certification of Chief Financial Officer | | | | | | | | | | ** |
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| · · · · Incorporated by Reference | ||||||||||||
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| ExhibitNumber · · Exhibit Description · · Form · File No. · Exhibit · FilingDate · Filed/FurnishedHerewith | ||||||||||||
| 97.1 | | Policy for Recovery of Erroneously Awarded Compensation | | 10-K | | 001-38492 | | 97.1 | | 2/28/24 | | |
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| 101.INS | | Inline XBRL Instance Document | | | | | | | | | | *** |
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| 101.SCH | | Inline XBRL Taxonomy Extension Schema Document | | | | | | | | | | *** |
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| 101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | | | | | | | | | *** |
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| 101.DEF | | Inline XBRL Extension Definition Linkbase Document | | | | | | | | | | *** |
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| 101.LAB | | Inline XBRL Taxonomy Label Linkbase Document | | | | | | | | | | *** |
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| 101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | | | | | | | | | *** |
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| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | | | | | | | | | | |
- Filed herewith
** Furnished herewith
*** Submitted electronically herewith
| # | Indicates management contract or compensatory plan |
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| † | Confidential treatment of certain provisions has been granted by the SEC pursuant to Rule 406 under the Securities Act of 1933, as amended |
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| †† | Portions of the exhibit have been redacted in compliance with Regulation S-K Item 601(b)(10)(iv) |
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+Portions of the exhibit have been redacted in compliance with Regulation S-K Item 601(a)(6)
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.