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Definium Therapeutics, Inc.

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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About this filing

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.

FY2025 · Filed Feb 26, 2026

DFTX$34.64-2.1%Stored close · as of Nov 10, 2026

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Contents

Item 15. Exhibits, Financial Statement Schedules

(a) The following documents are filed as part of this report:

(1) Financial Statements

The financial statements of Definium Therapeutics, Inc. are filed as part of this Annual Report under Item 8. Financial Statements and Supplementary Data.

(2) Financial Statement Schedules

All other schedules have been omitted because they are not required, not inapplicable, or the required information is included in the financial statements or notes thereto.

(3) Exhibits

ExhibitNumberDescriptionFormExhibit No.Incorporated by Reference Filing DateFile No.
3.1* · Amended and Restated Articles of Definium Therapeutics, Inc., effective as January 9, 2026.
3.2Notice of Articles, Incorporated on July 26, 2010, effective as of January 9, 2026.8-K3.1January 12, 2026001-40360
3.3Certificate of Name Change, dated January 9, 20268-K3.2January 12, 2026001-40360
4.1*Description of Capital Stock of Definium Therapeutics, Inc.
4.2*Form of Definium Therapeutics, Inc. Common Share Certificate.
4.3Form of 2022 USD Financing Warrant8-K4.1September 28, 2022001-40360
4.4Form of Pre-Funded Warrant8-K4.1August 12, 2024001-40360
4.5Form of Pre-Funded Warrant8-K4.1October 17, 2024001-40360
4.6Form of Pre-Funded Warrant10-Q4.3November 7, 2024001-40360
10.1#*+Form of Director and Officer Indemnity Agreement.
10.2#Form of Restricted Share Unit Grant Agreement to Performance and Restricted Share Unit Plan.10-K10.4March 28, 2022001-40360
10.3#Mind Medicine (MindMed) Inc. Stock Option Plan (as amended and restated on March 7, 2023).10-K10.15March 9, 2023001-40360
10.4#Mind Medicine (MindMed) Inc. Performance and Restricted Share Unit Plan (as amended and restated on March 7, 2023).10-K10.16March 9, 2023001-40360
10.5#Form of Option Agreement to Mind Medicine (MindMed) Inc. Stock Option Plan.10-K10.17March 9, 2023001-40360
10.6+K2 HealthVentures LLC Loan and Security Agreement8-K10.1August 14, 2023001-40360
10.7+First Amendment to Loan and Security Agreement, dated April 18, 2025, by and among Mind Medicine (MindMed) Inc., certain of its subsidiaries party thereto, K2 HealthVentures LLC and Ankura Trust Company, LLC.8-K10.1April 21, 2025001-40360
10.8* · Second Amendment to Loan and Security Agreement, dated October 15, 2025, by and among Mind Medicine (MindMed) Inc., certain of its subsidiaries party thereto, K2 HealthVentures LLC and Ankura Trust Company, LLC.
10.9#* · Non-Employee Director Compensation Policy, amended as of January 28, 2026
10.10#Directors' Deferred Share Unit Plan, amended as of June 8, 202310-Q10.3August 3, 2023001-40360
10.11Exchange Agreement, dated as of October 17, 2024, by and among Mind Medicine (MindMed) Inc., Commodore Capital Master LP and Deep Track Biotechnology Master Fund, LTD.8-K10.1October 17, 2024001-40360
10.12Sales Agreement, dated as of June 28, 2024, by and between Mind Medicine (MindMed) Inc. and Leerink Partners LLCS-31.2June 28, 2024001-280548
10.13#*Definium Therapeutics, Inc. Employee Share Purchase Plan
10.14Form of Registration Rights Agreement, dated as of March 7, 2024 between Mind Medicine (MindMed) Inc. and the Investors8-K10.2March 11, 2024001-40360
10.15Amendment No. 1 to the Registration Rights Agreement, dated as of October 17, 2024, by and among Mind Medicine (MindMed) Inc., Commodore Capital Master LP and Deep Track Biotechnology Master Fund, LTD.8-K10.2October 17, 2024001-40360
10.16#Form of Performance Share Unit Grant Agreement to Performance and Restricted Share Unit Plan.10-Q10.1May 8, 2025001-40360
10.17#Form of Performance Share Unit Grant Agreement granted as an Inducement Award.10-Q10.2May 8, 2025001-40360
10.18#Form of Restricted Share Unit Grant Agreement granted as an Inducement Award10-Q10.3May 8, 2025001-40360
10.19#Form of Option Agreement granted as an Inducement Award10-Q10.4May 8, 2025001-40360
10.20#*Definium Therapeutics, Inc. 2025 Equity Incentive Plan
10.21#*Form of Stock Option Award Agreement to Definium Therapeutics, Inc. 2025 Equity Incentive Plan
10.22#*Form of Restricted Share Unit Award Agreement to Definium Therapeutics, Inc. 2025 Equity Incentive Plan
10.23#*Form of Option Agreement granted as an Inducement Award
10.24#*Form of PSU Agreement granted as an Inducement Award
10.25#Executive Employment Agreement, effective as of May 27, 2025, between Mind Medicine (MindMed) Inc. and Brandi L. Roberts10-Q10.1July 31, 2025001-40360
10.26#Executive Employment Agreement, effective as of July 30, 2025, between Mind Medicine (MindMed) Inc. and Robert Barrow10-Q10.6July 31, 2025001-40360
10.27#Executive Employment Agreement, effective as of July 30, 2025, between Mind Medicine (MindMed) Inc. and Daniel Karlin, M.D.10-Q10.7July 31, 2025001-40360
10.28#Executive Employment Agreement, effective as of July 30, 2025, between Mind Medicine (MindMed) Inc. and Mark R. Sullivan10-Q10.8July 31, 2025001-40360
10.29#Executive Employment Agreement, effective as of July 30, 2025, between Mind Medicine (MindMed) Inc. and Matt Wiley10-Q10.9July 31, 2025001-40360
19.1*Insider Trading Policy
21.1*List of Subsidiaries of Definium Therapeutics, Inc.
23.1*Consent of KPMG LLP, Independent Registered Public Accounting Firm.
24.1*Power of Attorney (included on signature page hereto).
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**Certification of 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 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*Policy Relating to Recovery of Erroneously Awarded Compensation
101.INSInline 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.SCHInline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
104Cover Page Interactive Data File (embedded within the Inline XBRL document contained in Exhibit 101)
  • Filed herewith.

** Furnished herewith and not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

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