DBV Technologies SA
For the period ended Dec 31, 2023. Filed Mar 7, 2024.
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FY2023 · Filed Mar 7, 2024
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Item 15. Exhibits and Financial Statement Schedules
The financial statements schedules and exhibits filed as part of this Annual Report on Form 10-K are as follows:
(a)(1) Financial Statements
Reference is made to the financial statements included in Item 8 of Part II hereof.
(a)(2) Financial Statement Schedules
All other schedules are omitted because they are not required or the required information is included in the financial statements or notes thereto.
(a)(3) Exhibits
EXHIBIT INDEX
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit | Description | Schedule/Form | File Number | Exhibit | File Date |
| 3.1* · By-laws (status) of the registrant (English translation) | |||||
| 4.1 | Form of Deposit Agreement | Form F-1/A | 333-198870 | 4.1 | 10/15/14 |
| 4.2 | Form of American Depositary Receipt | Form F-1/A | 333-198870 | 4.1 | 10/15/14 |
| 4.3 | Description of Registered Securities | Form 20-F | 001-36697 | 2.3 | 03/20/20 |
| 4.4 | Registration Rights Agreement, dated as of March 23, 2018, between the registrant, 667, L.P. and Baker Brothers Life Sciences, L.P. | Form 6-K | 001-36697 | 4.1 | 03/23/18 |
| 4.5 | Registration Rights Agreement, dated as of June 8, 2022, between the registrant and the Investors named therein. | Form 8-K | 001-36697 | 10.2 | 06/13/22 |
| 4.6 | Securities Purchase Agreement, dated as of June 8, 2022, between the registrant and the Subscribers named therein. | Form 8-K | 001-36697 | 10.1 | 06/13/22 |
| 10.1 | Office Lease between the registrant and GENERALI VIE, dated March 3, 2025 (English translation) | Form 20-F | 001-36697 | 4.2 | 04/29/15 |
| 10.2* | Office Lease between the registrant and SCI DANTON MALAKOFF, dated October 2, 2023 (English translation) | ||||
| 10.3* | Lease Agreement between DBV Technologies Inc. and SIG 106 LLC, dated March 28, 2022 | ||||
| 10.4 | Assignment, Development and Co-Ownership Agreement among the registrant, L’Assistance Publique—Hopitaux de Paris and Université Paris Descartes, dated January 7, 2009 (English translation) | Form F-1 | 333-198870 | 10.2 | 09/22/14 |
| 10.5# | Development Collaboration and License Agreement between the registrant and NESTEC S.A., dated May 27, 2016 | Form 20-F | 001-36697 | 4.14 | 03/22/17 |
| 10.6# | Amendment to Development Collaboration and License Agreement between the registrant and NESTEC S.A., dated July 12, 208 | Form 20-F | 001-36697 | 4.5 | 04/01/19 |
| 10.7* | Letter Agreement Terminating Development Collaboration and License Agreement between registrant and Société des Produits Nestlé S.A. (f/k/a NESTEC S.A.), dated October 26, 2023 | ||||
| 10.8† | Form of Indemnification Agreement between the registrant and each of its executive officers and directors | Form F-1/A | 333-198870 | 10.3 | 10/15/14 |
| 10.9† | 2013 and 2014 Share Option Plans (English translation) | Form F-1/A | 333-198870 | 10.4 | 09/22/14 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit | Description | Schedule/Form | File Number | Exhibit | File Date |
| 10.10† | 2012, 2013 and 2014 Free Share Plans (English translation) | Form F-1/A | 333-198870 | 10.5 | 09/22/14 |
| 10.11† | Summary of BSA | Form F-1 | 333-198870 | 10.6 | 09/22/14 |
| 10.12† | Summary of BSPCE | Form F-1 | 333-198870 | 10.7 | 09/22/14 |
| 10.13† | 2015 Share Option Plan (English translation) | Form 20-F | 001-36697 | 4.10 | 04/28/16 |
| 10.14† | 2015 Free Share Plans (English translation) | Form 20-F | 001-36697 | 4.11 | 04/28/16 |
| 10.15† | 2016 Share Option Plan (English translation) | Form 20-F | 001-36697 | 4.12 | 03/22/17 |
| 10.16† | 2016 Free Share Plan (English translation) | Form 20-F | 001-36697 | 4.13 | 03/22/17 |
| 10.17† | 2017 Share Option Plan (English translation) | Form 20-F | 001-36697 | 4.14 | 03/16/18 |
| 10.18† | 2017 Free Share Plan (English translation) | Form 20-F | 001-36697 | 4.15 | 03/16/18 |
| 10.19† | 2018 Share Option Plan (English translation) | Form 20-F | 001-36697 | 4.17 | 04/01/19 |
| 10.20† | 2018 Free Share Plan (English translation) | Form 20-F | 001-36697 | 4.18 | 04/01/19 |
| 10.21† | 2019 Share Option Plan (English translation) | Form 20-F | 001-36697 | 4.19 | 03/20/20 |
| 10.22† | 2019 Free Share Plan (English translation) | Form 20-F | 001-36697 | 4.20 | 03/20/20 |
| 10.23† | 2020 Share Option Plan (English translation) | Form 10-K | 001-36697 | 10.21 | 03/17/21 |
| 10.24† | 2020 Free Share Plan (English translation) | Form 10-K | 001-36697 | 10.22 | 03/17/21 |
| 10.25† | 2021 Share Option Plan (English translation) | Form 10-K | 001-36697 | 10.22 | 03/9/22 |
| 10.26† | 2021 Free Share Plan (English translation) | Form 10-K | 001-36697 | 10.23 | 03/9/22 |
| 10.27† | 2022 Share Option Plan (English translation) | Form 10-K | 001-36697 | 10.24 | 03/2/23 |
| 10.28† | 2022 Free Share Plan (English translation) | Form 10-K | 001-36697 | 10.25 | 03/2/23 |
| 10.29† | 2023 Share Option Plan (English translation) | S-8 | 333-275662 | 99.3 | 11/20/23 |
| 10.30† | 2023 Free Share Plan (English translation) | S-8 | 333-275662 | 99.2 | 11/20/23 |
| 10.31† | Executive Agreement, dated November 29, 2018, between the registration and Daniel Tassé | Form 10-K | 001-36697 | 10.23 | 03/17/21 |
| 10.32† | First Amendment to the Executive Agreement of Daniel Tassé, dated June 27, 2019, between the registrant and Daniel Tassé | Form 10-K | 001-36697 | 10.24 | 03/17/21 |
| 10.33† | Executive Agreement, dated July 22, 2019, between the registrant and Pharis Mohideen | Form 10-K | 001-36697 | 10.25 | 03/17/21 |
| 10.34† | Letter Agreement, dated June 26, 2019, between the registrant and Sébastien Robitaille (English translation) | Form 10-K | 001-36697 | 10.26 | 03/17/21 |
| 10.35† | Letter Agreement, dated December 1, 2020, between the registrant and Sébastien Robitaille (English translation) | Form 10-K | 001-36697 | 10.27 | 03/17/21 |
| Incorporated by Reference | |||||
| Exhibit | Description | Schedule/Form | File Number | Exhibit | File Date |
| 10.36*† | English Summary Translation of Separation Agreement and Release between Sébastien Robitaille and registrant | ||||
| 10.37*† | Letter Agreement, dated November 1, 2023, between the registrant and Virginie Boucinha (English translation) | ||||
| 21.1*† | List of subsidiaries of the registrant | ||||
| 23.1* | Consent of Deloitte & Associés | ||||
| 23.2* | Consent of KPMG S.A. | ||||
| 24.1** | Power of Attorney (included on the signature page of this report). | ||||
| 31.1* | Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a- 14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 31.2 | Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a- 14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| 32.1** | Certification by the 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* | Incentive Compensation Recoupment Policy, approved | ||||
| 101.INS* | Inline XBRL Instance Document | ||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 104* | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | ||||
| * | Filed herewith. |
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| ** | Furnished herewith and not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference into any filing under the Securities Act .of 1933, as amended, or the Exchange Act (whether made before or after the date of the Form 10-K), irrespective of any general incorporation language contained in such filing. |
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| † | Indicates a management contract or any compensatory plan, contract or arrangement. |
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| # | Confidential treatment has been granted from the Securities and Exchange Commission as to certain portions of this document |
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