Metagenomi Therapeutics, Inc.
For the period ended Dec 31, 2025. Filed Mar 5, 2026.
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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.
FY2025 · Filed Mar 5, 2026
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Item 15. Exhibits, Financial Statement Schedules
(a)
Financial Statements. The financial statements of Metagenomi Therapeutics, Inc. and the report of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm, are included in a separate section of this Annual Report on Form 10-K beginning on page F-1. All financial statement schedules are omitted because the information is inapplicable or presented in the notes to the financial statements.
(b)
Exhibits. The following is a list of exhibits filed as part of this Annual Report on Form 10-K:
| ExhibitNumber | Description | Form | Date of Filing | ExhibitNumber | Filed Herewith |
|---|---|---|---|---|---|
| 2.1+ | Agreement and Plan of Merger by and between Metagenomi Technologies, LLC and Metagenomi, Inc., dated January 24, 2024 | S-1 | 02/07/2024 | 2.1 | |
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant | 8-K | 02/13/2024 | 3.1 | |
| 3.2 | Certificate of Amendment to Amended and Restated Certificate of Incorporation of the Registrant | 8-K | 01/12/2026 | 3.1 | |
| 3.3 | Second Amended and Restated Bylaws | 8-K | 01/12/2026 | 3.2 | |
| 4.1+ | Registration Rights Agreement among the Registrant and certain of its stockholders, dated January 24, 2024 | S-1 | 02/07/2024 | 4.1 | |
| 4.2 | Form of Common Stock Certificate | S-1 | 02/07/2024 | 4.2 | |
| 4.3 | Description of Securities of Registrant | X | |||
| 10.1# | 2024 Stock Option and Incentive Plan and forms of award agreements thereunder | S-1 | 02/07/2024 | 10.2 | |
| 10.2# | 2024 Employee Stock Purchase Plan | S-1 | 02/07/2024 | 10.3 | |
| 10.3# | Form of Officer Indemnification Agreement | S-1 | 02/07/2024 | 10.4 | |
| 10.4# | Form of Director Indemnification Agreement | S-1 | 02/07/2024 | 10.5 | |
| 10.5† | Strategic Collaboration and License Agreement by and between the Registrant and ModernaTX, Inc., dated October 29, 2021 | S-1 | 02/07/2024 | 10.6 | |
| 10.6† | Collaboration and License Agreement by and between the Registrant and Ionis Pharmaceuticals, Inc., dated November 10, 2022 | S-1 | 02/07/2024 | 10.7 | |
| 10.7† | Non-Exclusive License Agreement by and between the Registrant and Acuitas Therapeutics, Inc., dated September 29, 2025 | 10-Q | 11/12/2025 | 10.1 | |
| 10.8 | Open Market Sales AgreementSM between the Registrant and Jefferies LLC, dated as of March 17, 2025 | 10-Q | 05/13/2025 | 10.1 | |
| 10.9 | Lease Agreement between EPL Halleck Investors LLC and Metagenomi, Inc., dated January 22, 2021 | S-1 | 02/07/2024 | 10.9 | |
| 10.10 | Sublease Agreement between Dynavax Technologies Corporation and Metagenomi, Inc., dated March 7, 2024 | 10-K | 03/27/2024 | 10.9 | |
| 10.11 | Lease Agreement between Park Avenue Building LLC and Metagenomi, Inc., dated September 29, 2021 | S-1 | 02/07/2024 | 10.11 | |
| ExhibitNumber | Description | Form | Date of Filing | ExhibitNumber | Filed Herewith |
|---|---|---|---|---|---|
| 10.12# · Transition Agreement between the Registrant and Brian C. Thomas, dated as of November 6, 2025 · X | |||||
| 10.13# · Employment Agreement between the Registrant and Jian Irish, dated as of November 6, 2025 · X | |||||
| 10.14# · Employment Agreement between the Registrant and Pamela Wapnick, dated as of November 6, 2025 · X | |||||
| 10.15# | Form of Confidentiality and Invention Assignment Agreement | S-1 | 02/07/2024 | 10.15 | |
| 19.1 | Insider Trading Policy | 10-K | 03/17/2025 | 19.1 | |
| 21.1 | Subsidiaries of the Registrant | S-1 | 02/07/2024 | 21.1 | |
| 23.1 | Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm | X | |||
| 24.1 | Power of Attorney (included on signature page) | X | |||
| 31.1 | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 31.2 | Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.1 | Certifications of 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 | X | |||
| 97.1 | Compensation Recovery Policy | 10-K | 03/27/2024 | 97.1 | |
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document | X | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents | X | |||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | X | |||
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