KYNTRA BIO, INC.
For the period ended Dec 31, 2025. Filed Mar 16, 2026.
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FY2025 · Filed Mar 16, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a) We have filed the following documents as part of this Annual Report:
- Consolidated Financial Statements
Information in response to this Item is included in Part II, Item 8 of this Annual Report.
- Financial Statement Schedules
Schedule II is included on page 111. All other schedules are omitted because they are not required or the required information is included in the consolidated financial statements or notes thereto.
- Exhibits
See Item 15(b) below.
(b)Exhibits—We have filed, or incorporated into this Annual Report by reference, the exhibits listed below. Where an exhibit is incorporated by reference, the number in parentheses indicates the document to which cross-reference is made. Refer to the end of this table for a listing of cross-reference documents.
| Exhibit · Incorporation By Reference | |||||
|---|---|---|---|---|---|
| Number | Exhibit Description | Form | SEC File No. | Exhibit | Filing Date |
| 3.1 | Amended and Restated Certificate of Incorporation. | 8-K | 001-36740 | 3.1 | 11/21/2014 |
| 3.2 | Amended and Restated Bylaws. | 8-K | 001-36740 | 3.1 | 04/04/2025 |
| 3.3 | First Amendment to Amended and Restated Bylaws. | 8-K | 001-36740 | 3.2 | 01/07/2026 |
| 3.4 | Certificate of Amendment of the Amended and Restated Certificate of Incorporation. | 8-K | 001-36740 | 3.1 | 06/12/2025 |
| 3.5 | Certificate of Amendment of the Amended and Restated Certificate of Incorporation. | 8-K | 001-36740 | 3.1 | 01/07/2026 |
| 4.1 | Form of Common Stock Certificate. | 8-K | 001-36740 | 4.1 | 11/21/2014 |
| 4.2 | Shareholders’ Agreement by and among FibroGen International (Cayman) Limited and certain of its shareholders, dated as of September 8, 2017. | 10-Q | 001-36740 | 4.6 | 11/8/2017 |
| 4.4 | Description of Capital Stock. | 10-K | 001-36740 | 4.4 | 3/2/2020 |
| 10.1+* | 2024 Equity Incentive Plan. | — | — | — | — |
| 10.1(ii)+* | Form of Restricted Stock Unit Grant Notice and Award Agreement (2024 Equity Incentive Plan). | — | — | — | — |
| 10.1(iii)+* | Form of Stock Option Grant Notice and Option Agreement (2024 Equity Incentive Plan). | — | — | — | — |
| 10.2+* | 2014 Equity Incentive Plan and forms of agreement thereunder. | — | — | — | — |
| 10.3+* | 2014 Employee Stock Purchase Plan. | — | — | — | — |
| 10.4+ | Non-Employee Director Compensation Policy, as amended, dated April 22, 2024. | 10-Q | 001-36740 | 10.3 | 5/6/2024 |
| 10.5+* | Bonus Plan. | — | — | — | — |
| 10.6+* | Form of Employment Offer Letter. | — | — | — | — |
| 10.7† | Collaboration Agreement, by and between FibroGen, Inc. and Astellas Pharma Inc., effective as of June 1, 2005. | 10-Q | 001-36740 | 10.1 | 11/5/2020 |
| 10.8† | Amendment No. 1 to Collaboration Agreement, by and between FibroGen, Inc. and Astellas Pharma Inc., effective as of January 1, 2013. | 10-K | 001-36740 | 10.9(i) | 2/27/2019 |
| 10.9† | Amendment No.2 to Collaboration Agreement, by and between Astellas Pharma, Inc. and FibroGen, Inc., dated June 6, 2025. | 10-Q | 001-36740 | 10.1 | 8/11/2025 |
| 10.10† | Anemia License and Collaboration Agreement, by and between FibroGen, Inc. and Astellas Pharma Inc., effective as of April 28, 2006. | S-1 | 333-199069 | 10.12 | 10/1/2014 |
| 10.11† | Amendment to Anemia License and Collaboration Agreement, by and between FibroGen, Inc. and Astellas Pharma Inc., effective as of August 31, 2006. | S-1 | 333-199069 | 10.13 | 10/1/2014 |
| 10.12 | Amendment No. 2 to Anemia License and Collaboration Agreement, by and between FibroGen, Inc. and Astellas Pharma Inc., effective as of December 1, 2006. | S-1 | 333-199069 | 10.14 | 10/1/2014 |
| 10.13† | Supplement to Anemia License and Collaboration Agreement, by and between FibroGen, Inc. and Astellas Pharma Inc., effective as of April 28, 2006. | S-1 | 333-199069 | 10.15 | 10/1/2014 |
| 10.14† | Amendment No. 3 to Anemia License and Collaboration Agreement, by and between FibroGen, Inc. and Astellas Pharma Inc., dated as of May 10, 2012. | S-1 | 333-199069 | 10.16 | 10/1/2014 |
|---|---|---|---|---|---|
| 10.15+* | Form of Indemnity Agreement by and between Kyntra Bio, Inc. and its directors and officers. | — | — | — | — |
| 10.16† | Commercial Supply Agreement by and between FibroGen, Inc. and Catalent Pharma Solutions, LLC, effective as of January 1, 2020. | 10-K | 001-36740 | 10.28 | 3/2/2020 |
| 10.17† | Master Supply Agreement by and among FibroGen, Inc., Shanghai SynTheAll Pharmaceutical Co., Ltd. and STA Pharmaceutical Hong Kong Limited, effective March 2, 2020. | 8-K | 001-36740 | 99.1 | 3/24/2020 |
| 10.18† | Amendment No.1 to Master Supply Agreement by and among FibroGen, Inc., Shanghai SynTheAll Pharmaceutical Co., Ltd. and STA Pharmaceutical Hong Kong Limited, effective May 11, 2020. | 10-Q | 001-36740 | 10.2 | 8/6/2020 |
| 10.19† | Amendment No. 2 to Master Supply Agreement by and among FibroGen, Inc., Shanghai SynTheAll Pharmaceutical Co., Ltd. and STA Pharmaceutical Hong Kong Limited, effective July 24, 2020. | 10-Q | 001-36740 | 10.8 | 11/5/2020 |
| 10.20† | Astellas EU Supply Agreement by and between FibroGen, Inc. and Astellas Pharma Europe Ltd, effective as of January 1, 2021. | 10-Q | 001-36740 | 10.2 | 5/10/2021 |
| 10.21† | Amendment No. 3 to Master Supply Agreement by and among FibroGen, Inc., Shanghai SynTheAll Pharmaceutical Co., Ltd., and STA Pharmaceutical Hong Kong Limited, dated as of January 12, 2021. | 10-Q | 001-36740 | 10.3 | 5/10/2021 |
| 10.22† | Amendment No. 4 to Master Supply Agreement by and among FibroGen, Inc., Shanghai SynTheAll Pharmaceutical Co., Ltd., and STA Pharmaceutical Hong Kong Limited, dated as of October 29, 2021. | 10-K | 001-36740 | 10.36 | 2/28/2022 |
| 10.23+* | Form of Executive Officer Change in Control and Severance Agreement. | — | — | — | — |
| 10.24 | ATM Equity Offering Sales Agreement, by and between FibroGen, Inc. and BofA Securities, Inc., dated as of February 24, 2025. | 8-K | 001-36740 | 1.1 | 2/24/2025 |
| 10.25† | Revenue Interest Financing Agreement by and between FibroGen, Inc. and NQ Project Phoebus, L.P., dated as of November 4, 2022. | 10-K | 001-36740 | 10.46 | 2/27/2023 |
| 10.26† | Letter Agreement by and among Astellas Pharma Inc., Astellas Pharma Europe Ltd., and FibroGen, Inc., effective as of November 4, 2022. | 10-K | 001-36740 | 10.47 | 2/27/2023 |
| 10.27† | Amendment No.1 to Commercial Supply Agreement (Roxadustat) by and between FibroGen, Inc. and its Affiliates and Catalent Pharma Solutions, LLC, effective as of January 1, 2023. | 10-Q | 001-36740 | 10.2 | 5/8/2023 |
| 10.28+ | Offer Letter, dated July 23, 2023, between FibroGen, Inc. and Thane Wettig. | 8-K | 001-36740 | 10.1 | 7/25/2023 |
| 10.29† | First Amended and Restated Evaluation Agreement by and between FibroGen, Inc. and Fortis Therapeutics, Inc., dated June 6, 2024. | 10-Q | 001-36740 | 10.2 | 8/6/2024 |
| 10.30† | First Amended and Restated Option Agreement and Plan of Merger by and among FibroGen, Inc., Fortis Therapeutics, Inc., and Shareholder Representative Services LLC, dated June 6, 2024. | 10-Q | 001-36740 | 10.3 | 8/6/2024 |
| 10.31† | Amendment No.1 to the First Amended and Restated Evaluation Agreement, by and between Fortis Therapeutics and FibroGen, Inc., dated as of March 28, 2025. | 10-Q | 001-36740 | 10.2 | 5/12/2025 |
| 10.32† | Amendment No.1 to the First Amended and Restated Option Agreement and Plan of Merger, by and between Fortis Therapeutics and FibroGen, Inc., dated as of March 28, 2025. | 10-Q | 001-36740 | 10.3 | 5/12/2025 |
| 10.33† | Termination Agreement by and between FibroGen, Inc. and AstraZeneca AB, effective as of February 25, 2024, as amended and restated on August 29, 2025. | 10-Q | 001-36740 | 10.2 | 11/10/2025 |
|---|---|---|---|---|---|
| 10.34† | Share Purchase Agreement by and among AstraZeneca Treasury Limited, FibroGen China Anemia Holdings, Ltd., and FibroGen, Inc., dated as of February 20, 2025. | 10-Q | 001-36740 | 10.1 | 5/12/2025 |
| 10.35† | Amendment to Share Purchase Agreement, by and among AstraZeneca Treasury Limited, FibroGen China Anemia Holdings, Ltd., and FibroGen, Inc., dated as of August 29, 2025. | 10-Q | 001-36740 | 10.3 | 11/10/2025 |
| 19* | Insider Trading and Trading Window Policy. | — | — | — | — |
| 21.1* | Subsidiaries of Kyntra Bio, Inc. | — | — | — | — |
| 23.1* | Consent of PricewaterhouseCoopers LLP. | — | — | — | — |
| 24.1* | Power of Attorney (included in signature pages). | — | — | — | — |
| 31.1* | Certification of Chief Executive Officer, as required by Rule 13a-14(a) or Rule 15d-14(a). | — | — | — | — |
| 31.2* | Certification of Chief Financial Officer, as required by Rule 13a-14(a) or Rule 15d-14(a). | — | — | — | — |
| 32.1** | Certification of Principal Executive Officer and Principal Financial Officer, as required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350)(1). | — | — | — | — |
| 97.1* | Policy for Recoupment of Incentive Compensation. | — | — | — | — |
| 101.INS* | Inline 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 | — | — | — | — |
| 101.SCH* | Inline XBRL Taxonomy Schema Linkbase Document | — | — | — | — |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) | — | — | — | — |
- Filed herewith.
** Furnished herewith.
† Portions of this exhibit (indicated by asterisks) have been omitted as the Company has determined that (i) the omitted information is not material and (ii) the omitted information would likely cause competitive harm if publicly disclosed or is the type of information the Company treats as confidential.
- Indicates a management contract or compensatory plan.
(1)
This certification accompanies the Form 10-K to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Kyntra Bio, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of the Form 10-K), irrespective of any general incorporation language contained in such filing.
(c)Financial Statement Schedules—See (a) 2 above. All other financial statement schedules are omitted because they are not applicable because the requested information is included in the consolidated financial statements or notes thereto.
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