CareDx Inc
For the period ended Dec 31, 2023. Filed Feb 28, 2024.
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FY2023 · Filed Feb 28, 2024
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Item 15. Exhibits, Financial Statement Schedules
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)(1) Financial Statements:
Our Financial Statements are listed in the “Index to Consolidated Financial Statements” of CareDx, Inc. Part II, Item 8 of this Annual Report on Form 10-K.
(a)(2) Financial Statement Schedules
All financial statement schedules have been omitted because they are not required, not applicable, or the required information is included in the consolidated financial statements or notes thereto included in this Annual Report on Form 10-K.
(a)(3) Exhibits
The following exhibits are incorporated by reference or are filed with this report, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K).
| ExhibitNumber · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Description · Form · File No. · Exhibit · Filing Date | |||||
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant. | 10-Q | 001-36536 | 3.1 | 8/28/2014 |
| 3.2 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation of CareDx, Inc., filed June 17, 2021. | 8-K | 001-36536 | 3.1 | 6/21/2021 |
| 3.3 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation, dated June 16, 2023. | 8-K | 001-36536 | 3.1 | 6/20/2023 |
| 3.4 | Amended and Restated Bylaws of CareDx, Inc., effective as of March 24, 2023. | 8-K | 001-36536 | 3.1 | 3/28/2023 |
| 4.1 | Form of Registrant’s common stock certificate. | 10-K | 001-36536 | 4.1 | 3/31/2015 |
| 4.2# | 2014 Equity Incentive Plan, as amended. | 10-Q | 001-36536 | 4.2 | 7/29/2021 |
| 4.3# | Form of Option Agreement under the 2014 Equity Incentive Plan for New Options. | SC TO-I | 005-88252 | 99(d)(3) | 10/12/2017 |
| 4.4# | 2014 Employee Stock Purchase Plan and forms of agreements thereunder. | S-8 | 333-197493 | 4.5 | 7/18/2014 |
| 4.5# | 2016 Inducement Equity Incentive Plan. | 10-Q | 333-211538 | 4.5 | 7/29/2021 |
| 4.6# | 2019 Inducement Equity Incentive Plan. | 10-Q | 001-36536 | 4.7 | 7/29/2021 |
| 4.7* | Description of Securities of CareDx, Inc. | ||||
| 10.1# | Form of Change of Control and Severance Agreement between the Registrant and each of its executive officers. | S-1 | 333-196494 | 10.11 | 6/3/2014 |
| 10.2# | Promotion Letter, dated May 21, 2022, by and between the Registrant and Abhishek Jain. | 10-Q | 001-36536 | 10.3 | 8/14/2022 |
| 10.3# | Promotion Letter, dated July 12, 2021, between the Registrant and Alex Johnson. | 8-K | 001-36536 | 10.1 | 7/20/2021 |
| 10.4# | Form of Indemnification Agreement between the Registrant and each of its directors and executive officers. | S-1 | 333-196494 | 10.1 | 6/3/2014 |
| 10.5# | Executive Incentive Compensation Plan. | 10-K | 001-36536 | 10.19 | 3/31/2015 |
| 10.6# | Outside Director Compensation Policy, last amended December 21, 2023. | 8-K | 001-36536 | 10.1 | 12/22/2023 |
| 10.7 | Lease, dated April 27, 2006, as amended on November 10, 2010, by and between the Registrant and BMR-Bayshore Boulevard LLC, for office and laboratory space located at 3260 Bayshore Boulevard, Brisbane, California 94005. | S-1 | 333-196494 | 10.12 | 6/3/2014 |
| 10.8+ | Second Amendment to Lease, dated January 2, 2020, by and between the Registrant and BMR-Bayshore Boulevard LP (formerly known as BMR-Bayshore Boulevard LLC), for office and laboratory space located at 3260 Bayshore Boulevard, Brisbane, California 94005. | 10-Q | 001-36536 | 10.1 | 4/30/2020 |
| ExhibitNumber · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Description · Form · File No. · Exhibit · Filing Date | |||||
| 10.9+ | Third Amendment to Lease, dated June 27, 2022, by and between the Registrant and BMR-Bayshore Boulevard LP. | 10-Q | 001-36536 | 10.2 | 11/3/2022 |
| 10.10+ | Lease, dated June 14, 2022, by and between the Registrant and HCP Life Science REIT, Inc. | 10-Q | 001-36536 | 10.4 | 8/14/2022 |
| 10.11+ | Lease, dated February 28, 2022, by and between the Registrant and One Miracle Place, LLC. | 10-Q | 001-36536 | 10.1 | 11/3/2022 |
| 10.12† | License and Commercialization Agreement, dated May 4, 2018, between the Registrant and Illumina, Inc. | 10-Q/A | 001-36536 | 10.3 | 10/9/2018 |
| 10.13 | Sales Agreement, dated April 14, 2022, by and between the Registrant and Jefferies LLC. | 8-K | 001-36536 | 1.1 | 4/15/2022 |
| 10.14#+ | Separation Agreement, dated September 20, 2023, by and between CareDx, Inc. and Abraham Ronai. | 10-Q | 001-36536 | 10.1 | 11/8/2023 |
| 10.15#+ | Legal Consulting Agreement, dated September 20, 2023, by and between CareDx, Inc. and Abraham Ronai. | 10-Q | 001-36536 | 10.2 | 11/8/2023 |
| 10.16+#* | Consulting Agreement, dated October 30, 2023, by and between CareDx, Inc. and Reginald Seeto, MBBS. | ||||
| 10.17+#* | Separation Agreement, dated November 1, 2023, by and between CareDx, Inc. and Reginald Seeto, MBSS. | ||||
| 10.18+#* | Retention Bonus Letter, dated December 1, 2023, by and between CareDx, Inc. and Alex Johnson. | ||||
| 10.19+#* | Retention Bonus Letter, dated December 1, 2023, by and between CareDx, Inc. and Abhishek Jain. | ||||
| 21.1* | Subsidiaries of the Registrant. | ||||
| 23.1* | Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm. | ||||
| 24.1* | Power of Attorney (included on the signature page of this Annual Report on Form 10-K). | ||||
| 31.1* | Principal Executive Officer’s Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 31.2* | Principal Financial Officer’s Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 32.1** | Certification Pursuant to 18 U.S.C. § 1350 (Section 906 of Sarbanes-Oxley Act of 2002). | ||||
| 97* | CareDx, Inc. Clawback Policy | ||||
| 101.INS* | Inline XBRL Instance Document | ||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema | ||||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase | ||||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase | ||||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase | ||||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase | ||||
| 104 | Cover Page Interactive Data File, formatted in Inline XBRL | ||||
† Confidential treatment has been granted with respect to certain portions of this Exhibit. Omitted portions have been filed separately with the SEC.
+Non-material schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant hereby undertakes to furnish supplementally copies of any of the omitted schedules and exhibits upon request by the SEC.
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