PRECIGEN INC
For the period ended Dec 31, 2023. Filed Mar 19, 2024.
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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.
FY2023 · Filed Mar 19, 2024
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Item 15. Exhibits and Financial Statement Schedules
(a)The following documents are filed as part of this Annual Report:
- Financial Statements.
Consolidated Financial Statements of Precigen, Inc. and Subsidiaries
Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2023, 2022, and 2021
Consolidated Statements of Shareholders' Equity for the Years Ended December 31, 2023, 2022, and 2021
Notes to the Consolidated Financial Statements
- Financial Statement Schedules.
All financial statement schedules have been omitted because either the required information is not applicable or the information required is included in the consolidated financial statements and notes thereto included in this Annual Report.
- Exhibits.
The exhibits are listed in Item 15(b) below.
(b)Exhibits
The following exhibits are filed with this Annual Report or incorporated by reference:
| Exhibit No. | Description |
| 3.1* | Amended and Restated Articles of Incorporation (12) |
| 3.2* | Amended and Restated Bylaws (15) |
| 4.1* | Specimen certificate evidencing shares of common stock (17) |
| 4.2* | Form of Second Amended and Restated Warrant to Purchase Shares of Common Stock (1) |
| 4.3 | Description of Securities (13) |
| 10.1†* | Amended and Restated 2013 Omnibus Incentive Plan of the Company, effective as of June 9, 2014 (3) |
| 10.1A†* | Amended and Restated 2013 Omnibus Incentive Plan of the Company, Form of Restricted Stock Agreement (3) |
| 10.1B†* | Amended and Restated 2013 Omnibus Incentive Plan of the Company, Form of Incentive Stock Option Agreement (3) |
| 10.1C†* | Amended and Restated 2013 Omnibus Incentive Plan of the Company, Form of Nonqualified Stock Option Agreement (3) |
| 10.1D†* | Amendment to the Amended and Restated 2013 Omnibus Incentive Plan of the Company, effective as of June 11, 2015 (4) | |
| 10.1E†* | Amendment to the Amended and Restated 2013 Omnibus Incentive Plan of the Company, effective as of June 9, 2016 (5) | |
| 10.1F†* | Amendment to the Amended and Restated 2013 Omnibus Incentive Plan of the Company, effective as of June 28, 2017 (6) | |
| 10.1G†* | Amendment to the Amended and Restated 2013 Omnibus Incentive Plan of the Company, as amended, effective as of June 7, 2018 (8) | |
| 10.1H†* | Amendment to the Amended and Restated 2013 Omnibus Incentive Plan of the Company, as amended, effective as of June 12, 2019 (10) | |
| 10.1I†* | Amendment to the Amended and Restated 2013 Omnibus Incentive Plan of the Company, as amended, effective January 5, 2020 (14) | |
| 10.1J†* | Amendment to the Amended and Restated 2013 Omnibus Incentive Plan of the Company, as amended, effective as of June 19, 2020 (16) | |
| 10.1K†* | 2013 Amended and Restated Omnibus Incentive Plan of the Company, as amended, Form of Restricted Stock Unit Agreement for Officers (7) | |
| 10.1L†* | 2013 Amended and Restated Omnibus Incentive Plan of the Company, as amended, Form of Restricted Stock Unit Agreement for Directors (7) | |
| 10.2* | 2019 Incentive Plan of the Company for Non-Employee Service Providers, effective as of June 12, 2019 (10) | |
| 10.3†* | Form of Continuing Employment Agreement (2019) (9) | |
| 10.4†* | Employment Agreement, dated January 1, 2020, by and between the Company and Helen Sabzevari, Ph.D. (11) | |
| 10.5†* | Executive Chairman Compensation Arrangement, by and between the Company and Randal J. Kirk (18) | |
| 10.6* | Securities Issuance Agreement by and among the Company, The University of Texas System Board of Regents on behalf of The University of Texas MD Anderson Cancer Center dated as of January 13, 2015 (2) | |
| 10.7#* | Amended and Restated Exclusive License Agreement with Alaunos Therapeutics, dated April 3, 2023 (19) | |
| 10.8†* | Precigen, Inc. 2023 Omnibus Incentive Plan (11) | |
| 10.9†* | Form of Restricted Stock Unit Agreement under the 2023 Omnibus Incentive Plan | |
| 10.10†** | Form of Incentive Stock Option Agreement under the 2023 Omnibus Incentive Plan | |
| 10.11†** | Form of Continuing Employment Agreement (2024) | |
| 21.1 | List of Subsidiaries of Precigen, Inc. | |
| 23.1 | Consent of Deloitte & Touche LLP | |
| 31.1 | Certification of Helen Sabzevari, Chief Executive Officer (Principal Executive Officer) of Precigen, Inc., pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
| 31.2 | Certification of Harry Thomasian Jr., Chief Financial Officer (Principal Financial Officer) of Precigen, Inc., pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
| 32.1** | Certification of Helen Sabzevari, Chief Executive Officer (Principal Executive Officer) of Precigen, Inc., 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 Harry Thomasian Jr., Chief Financial Officer (Principal Financial Officer) of Precigen, Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 97** | Precigen, Inc. Financial Statement Compensation Recoupment Policy |
| 101** | Interactive Data File (Precigen, Inc. and Subsidiaries Consolidated Financial Statements for the years ended December 31, 2023, 2022, and 2021, formatted in Inline XBRL (eXtensible Business Reporting Language)). |
|---|---|
| Attached as Exhibit 101 are the following documents formatted in XBRL: (i) the Consolidated Balance Sheets as of December 31, 2023 and 2022, (ii) the Consolidated Statements of Operations for the years ended December 31, 2023, 2022, and 2021, (iii) the Consolidated Statements of Shareholders' and Total Equity for the years ended December 31, 2023, 2022, and 2021, (iv) the Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022, and 2021 and (v) the Notes to the Consolidated Financial Statements. | |
| 104** | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
- Previously filed and incorporated by reference to the exhibit indicated in the following filings by the Company:
| (1) | Amendment No. 1 to Registration Statement on Form S-1, filed with the Securities and Exchange Commission on July 29, 2013. |
| (2) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on January 14, 2015. |
| (3) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 13, 2014. |
| (4) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 17, 2015. |
| (5) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 13, 2016. |
| (6) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 30, 2017. |
| (8) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 8, 2018. |
| (9) | Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 9, 2019. |
| (10) | Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 9, 2019. |
| (11) | Registration Statement on Form S-8, filed with the Securities and Exchange Commission on July 6, 2023. |
| (12) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on February 4, 2020. |
| (14) | Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 11, 2020. |
| (15) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 4, 2020. |
| (16) | Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 19, 2020. |
| (17) | Registration Statement on Form S-3, filed with the Securities and Exchange Commission on June 22, 2020. |
| (18) | Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 9, 2020. |
| (19) | Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 10, 2023. |
** Furnished herewith
† Indicates management contract or compensatory plan.
Portions of the exhibit (indicated by asterisks) have been omitted in compliance with Item 601 of Regulation S-K.
(c)Financial Statement Schedules
The response to Item 15(a)2 is incorporated herein by reference as applicable.
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