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Schrodinger Inc

For the period ended Dec 31, 2023. Filed Feb 28, 2024.

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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.

FY2023 · Filed Feb 28, 2024

SDGR$32.41-2.9%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

(1)Financial Statements

The following documents are included on pages F-2 through F-11 attached hereto and are filed as part of this Annual Report.

Page
Reports of Independent Registered Public Accounting FirmF-2
Consolidated Balance Sheets as of December 31, 2023 and 2022F-5
Consolidated Statements of Operations for the Years ended December 31, 2023, 2022, and 2021F-6
Consolidated Statements of Comprehensive Income (Loss) for the Years ended December 31, 2023, 2022, and 2021F-7
Consolidated Statements of Stockholders’ Equity for the Years ended December 31, 2023, 2022, and 2021F-8
Consolidated Statements of Cash Flows for the Years ended December 31, 2023, 2022, and 2021F-9
Notes to Consolidated Financial StatementsF-10

(2)Financial Statement Schedules

All financial statement schedules have been omitted because they are not applicable, not required, or the information required is shown in the consolidated financial statements or the notes thereto.

(3)Exhibits

The exhibits filed as part of this Annual Report are listed below.

ExhibitNumberDescription of ExhibitFormFile No.ExhibitFiling DateFiled Herewith
3.1Restated Certificate of Incorporation8-K001-392063.12/10/2020
3.2Amended and Restated Bylaws of Schrödinger, Inc.8-K001-392063.14/13/2023
4.1Specimen Stock Certificate evidencing the shares of common stockS-1/A333-2358904.11/27/2020
4.2Amended and Restated Share Exchange Agreement, dated January 24, 2020, by and between the Registrant and Bill & Melinda Gates Foundation TrustS-1/A333-2358904.21/27/2020
4.3Description of Securities Registered Under Section 12 of the Exchange Act10-K001-392064.33/4/2021
10.1Amended and Restated Investors’ Rights Agreement, dated as of November 9, 2018, by and among the Registrant and the other parties thereto, as amendedX
10.2+2010 Stock Plan, as amendedS-1333-23589010.21/10/2020
10.3+Form of Notice of Stock Option Grant and Stock Option Agreement under 2010 Stock PlanS-1333-23589010.31/10/2020
10.4+2020 Equity Incentive PlanS-1/A333-23589010.41/27/2020
10.5+Form of Stock Option Agreement and Form of Restricted Stock Unit Agreement for U.S. Participants under the 2020 Equity Incentive Plan10-K001-3920610.52/24/2022
10.6+Form of Stock Option Agreement for Non-U.S. Participants under the 2020 Equity Incentive Plan10-Q001-3920610.211/12/2020
10.7+Form of Restricted Stock Unit Agreement for Non-U.S. Participants under the 2020 Equity Incentive Plan10-K001-3920610.62/24/2022
10.8+2020 Employee Stock Purchase PlanS-1/A333-23589010.61/27/2020
10.9+Fourth Amended and Restated Director Compensation Policy10-Q001-3920610.35/4/2023
10.10+Senior Executive Incentive Compensation PlanS-1333-23589010.81/10/2020
10.11+Amended and Restated Executive Severance and Change in Control Benefits Plan, as amended8-K001-3920610.28/18/2022
10.12+Employment Agreement, dated May 11, 2010, by and between the Registrant and Ramy FaridS-1333-23589010.101/10/2020
10.13+Employment Agreement, dated August 16, 2022, by and between the Registrant and Geoffrey Porges8-K001-3920610.18/18/2022
10.14+Employment Agreement, dated March 17, 2003, by and between the Registrant and Jenny Herman10-K001-3920610.152/28/2023
10.15+Employment Agreement, dated May 14, 2018, by and between the Registrant and Karen AkinsanyaS-1333-23589010.141/10/2020
10.16+Employment Agreement, dated April 27, 2010, by and between the Registrant and Yvonne TranS-1333-23589010.161/10/2020
10.17+Employment Agreement, dated September 11, 2006, by and between the Registrant and Patrick LortonS-1333-23589010.171/10/2020
10.18+Employment Agreement, dated March 9, 2009, by and between the Registrant and Robert AbelS-1333-23589010.191/10/2020
10.19+Employment Agreement, dated July 28, 2023, by and between the Registrant and Margaret DuganX
10.20+Consultant Agreement, dated July 1, 1999, between the Registrant and Richard A. Friesner, as amended10-Q001-3920610.18/2/2023
10.21+Form of Indemnification Agreement between the Registrant and each of its Executive Officers and DirectorsS-1333-23589010.211/10/2020
10.22Office Lease Agreement, dated April 5, 2021, by and between the Registrant and SPUSV5 1540 Broadway, LLC8-K001-3920610.14/8/2021
10.23First Amendment to Lease, dated May 19, 2022, by and between the Registrant and SPUSV5 1540 Broadway, LLC10-Q001-3920610.18/4/2022
10.24Lease, dated August 6, 2008, between One Main Place Portland – Oregon, Inc., Landlord, and Registrant, Tenant, as amendedS-1333-23589010.231/10/2020
10.25Office Lease Amendment, dated May 6, 2021, by and between Registrant and MADISON-OFC ONE MAIN PLACE OR LLC10-Q001-3920610.28/12/2021
10.26†Agreement, dated as of May 5, 1994, between The Trustees of Columbia University in the City of New York and Registrant, as amendedS-1333-23589010.241/10/2020
10.27†Agreement, dated as of July 15, 1998, between The Trustees of Columbia University in the City of New York and Registrant, as amendedS-1333-23589010.251/10/2020
10.28†Agreement, dated as of September 2001, between The Trustees of Columbia University in the City of New York and Schrödinger, LLC, as amendedS-1333-23589010.261/10/2020
10.29†Agreement, dated as of June 19, 2003, between The Trustees of Columbia University in the City of New York and Schrödinger, LLCS-1333-23589010.271/10/2020
10.30†Software and Patent License Agreement, dated May 27, 2008, between The Trustees of Columbia University in the City of New York and Schrödinger, LLCS-1333-23589010.281/10/2020
10.31†Services Royalty Amendment, dated November 1, 2008, by and between The Trustees of Columbia University in the City of New York and Schrödinger, LLCS-1333-23589010.291/10/2020
10.32+Global Bonus PlanS-1/A333-23589010.331/27/2020
10.33†Independent Contractor Agreement, dated June 23, 2020, by and between the Registrant and Gates Ventures, LLC10-Q001-3920610.28/10/2020
10.34†Amendment #1 to the Independent Contractor Agreement, dated August 14, 2023, by and between the Registrant and Gates Ventures, LLC10-Q001-3920610.111/1/2023
10.35†Collaboration and License Agreement, dated November 22, 2020, by and between the Registrant and Bristol-Myers Squibb Company10-K001-3920610.373/4/2021
10.36†First Amendment to Collaboration and License Agreement, dated December 21, 2022, by and between the Registrant and Bristol-Myers Squibb Company10-K001-3920610.402/28/2023
10.37+2021 Inducement Equity Incentive Plan, as amended10-Q001-3920610.411/3/2022
10.38+Nonstatutory Stock Option Agreement under 2021 Inducement Equity Incentive Plan10-K001-3920610.393/4/2021
10.39+Form of Option Agreement for Non-U.S. Participants under the 2021 Inducement Equity Incentive Plan10-Q001-3920610.38/4/2022
10.40+Form of Restricted Stock Unit Agreement for U.S. Participants under 2021 Inducement Equity Incentive Plan10-Q001-3920610.15/4/2023
10.41+Form of Restricted Stock Unit Agreement for Non-U.S. Participants under 2021 Inducement Equity Incentive Plan10-Q001-3920610.25/4/2023
10.42+Schrödinger, Inc. 2022 Equity Incentive Plan8-K001-3920699.16/16/2022
10.43+Form of Option Agreement for U.S. Participants under the 2022 Equity Incentive Plan10-Q001-3920610.48/4/2022
10.44+Form of Option Agreement for Non-U.S. Participants under the 2022 Equity Incentive Plan10-Q001-3920610.58/4/2022
10.45+Form of Restricted Stock Unit Agreement for U.S. Participants under the 2022 Equity Incentive Plan10-Q001-3920610.68/4/2022
10.46+Form of Restricted Stock Unit Agreement for Non-U.S. Participants under the 2022 Equity Incentive Plan10-Q001-3920610.78/4/2022
10.47+Sales Agreement, dated as of May 24, 2023, by and between the Registrant and SVB Securities LLC8-K001-392061.15/24/2023
21.1Subsidiaries of the Registrant10-K001-3920621.12/28/2023
23.1Consent of KPMG LLP, independent registered public accounting firmX
31.1Certification 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 2002X
31.2Certification 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 2002X
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 2002X
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 2002X
97.1+Schrödinger, Inc. Clawback PolicyX
101.INSInline 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.X
101.SCHInline XBRL Taxonomy Extension Schema Document.X
101.CALInline XBRL Taxonomy Extension Calculation Linkbase DocumentX
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.X
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.X
101.PREInline XBRL Taxonomy Extension Presentation Linkbase DocumentX
104Cover page formatted as Inline XBRL and contained in Exhibit 101.X
†Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
#The certifications attached as Exhibits 32.1 and 32.2 that accompany this Annual Report, are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Schrödinger, 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 this Annual Report, irrespective of any general incorporation language contained in such filing.
+Management contract or compensatory plan or arrangement filed in response to Item 15(a)(3) of the Instructions to the Annual Report on Form 10-K.
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