Coherus BioSciences Inc
For the period ended Dec 31, 2023. Filed Mar 15, 2024.
View on SEC.govAbout 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 Mar 15, 2024
CHRS$0.82+6.2%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
ITEM 16. Form 10-K Summary
None.
INDEX TO EXHIBITS
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| · · · · · · Incorporated by Reference | ||||||||||
| ExhibitNumber · Exhibit Description · Form · Date · Number · FiledHerewith | ||||||||||
| | | | | | | | | | | |
| 3.1 | | Amended and Restated Certificate of Incorporation. | | 8-K | | 11/13/2014 | | 3.1 | | |
| | | | | | | | | | | |
| 3.2 | | Amended and Restated Bylaws. | | 8-K | | 11/18/2020 | | 3.1 | | |
| | | | | | | | | | | |
| 4.1 | | Reference is made to Exhibits 3.1 and 3.2. | | | | | | | | |
| | | | | | | | | | | |
| 4.2 | | Form of Common Stock Certificate. | | S-1/A | | 10/24/2014 | | 4.2 | | |
| | | | | | | | | | | |
| 4.3 | | Description of Coherus’ Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. | | 10-K | | 2/27/2020 | | 4.3 | | |
| | | | | | | | | | | |
| 4.4 | | Indenture, dated April 17, 2020, by and between Coherus BioSciences, Inc. and U.S. Bank National Association. | | 8-K | | 4/17/2020 | | 4.1 | | |
| | | | | | | | | | | |
| 4.5 | | Form of certificate representing the 1.5% Convertible Senior Subordinated Notes due 2026. | | 8-K | | 4/17/2020 | | 4.1 | | |
| | | | | | | | | | | |
| 4.6 | | Notice of Successor Trustee to Indenture dated February 7, 2022 | | 10-Q | | 5/5/2022 | | 4.5 | | |
| | | | | | | | | | | |
| 10.1† | | Distribution Agreement, effective December 26, 2012, by and between Orox Pharmaceuticals B.V. and Coherus BioSciences, Inc. | | S-1 | | 9/25/2014 | | 10.3 | | |
| | | | | | | | | | | |
| 10.2(a) | | Standard Industrial/Commercial Multi-tenant Lease-Gross, effective December 5, 2011, by and between Howard California Property Camarillo 5 and BioGenerics, Inc. | | S-1 | | 9/25/2014 | | 10.9(a) | | |
| | | | | | | | | | | |
| 10.2(b) | | First Amendment to Lease, effective December 21, 2013, by and between Howard California Property Camarillo 5 and Coherus BioSciences, Inc. | | S-1 | | 9/25/2014 | | 10.9(b) | | |
| | | | | | | | | | | |
| 10.3(a)# | | BioGenerics, Inc. 2010 Equity Incentive Plan, as amended. | | S-1 | | 9/25/2014 | | 10.10(a) | | |
| | | | | | | | | | | |
| 10.3(b)# | | Form of Stock Option Grant Notice and Stock Option Agreement under the 2010 Equity Incentive Plan, as amended. | | S-1 | | 9/25/2014 | | 10.10(b) | | |
| | | | | | | | | | | |
| 10.4(a)# | | Coherus BioSciences, Inc. 2014 Equity Incentive Award Plan. | | S-1/A | | 10/24/2014 | | 10.11 | | |
| | | | | | | | | | | |
| 10.4(b)# | | Form of Stock Option Grant Notice and Stock Option Agreement under the 2014 Equity Incentive Award Plan. | | S-1/A | | 11/4/2014 | | 10.11(b) | | |
| | | | | | | | | | | |
| 10.4(c)# | | Form of Restricted Stock Award Grant Notice and Restricted Stock Award Agreement under the 2014 Equity Incentive Award Plan. | | S-1/A | | 11/4/2014 | | 10.11(c) | | |
| | | | | | | | | | | |
| 10.4(d)# | | Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement under the 2014 Equity Incentive Award Plan. | | S-1/A | | 11/4/2014 | | 10.11(d) | | |
| | | | | | | | | | | |
| 10.5# | | Coherus BioSciences, Inc. 2014 Employee Stock Purchase Plan. | | S-1/A | | 10/24/2014 | | 10.12 | | |
| | | | | | | | | | | |
| 10.6# | | Form of Indemnification Agreement between Coherus BioSciences, Inc. and each of its directors, officers and certain employees. | | S-1/A | | 10/24/2014 | | 10.13 | | |
| | | | | | | | | | | |
| 10.7† | | Master Services Agreement, effective January 23, 2012, by and between Medpace, Inc. and BioGenerics, Inc. | | S-1 | | 9/25/2014 | | 10.15 | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| · · · · · · Incorporated by Reference | ||||||||||
| ExhibitNumber · Exhibit Description · Form · Date · Number · FiledHerewith | ||||||||||
| | | | | | | | | | | |
| 10.8 | | New Office Lease, effective July 6, 2015, by and between Hudson 333 Twin Dolphin Plaza, LLC and Coherus BioSciences, Inc. | | 10-Q | | 8/10/2015 | | 10.3 | | |
| | | | | | | | | | | |
| 10.9 | | First Amendment, effective August 10, 2015, by and between Hudson 333 Twin Dolphin Plaza, LLC and Coherus BioSciences, Inc. | | 10-Q | | 8/10/2015 | | 10.4 | | |
| | | | | | | | | | | |
| 10.10(a)# | | Coherus BioSciences, Inc. 2016 Employment Commencement Incentive Plan. | | 10-Q | | 8/9/2016 | | 10.1(a) | | |
| | | | | | | | | | | |
| 10.10(b)# | | Form of Stock Option Grant Notice and Stock Option Agreement under the Coherus BioSciences, Inc. 2016 Employment Commencement Incentive Plan. | | 10-Q | | 8/9/2016 | | 10.1(b) | | |
| | | | | | | | | | | |
| 10.10(c)# | | Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement under the Coherus BioSciences, Inc. 2016 Employment Commencement Incentive Plan. | | 10-Q | | 8/9/2016 | | 10.1(c) | | |
| | | | | | | | | | | |
| 10.10(d)# | | Form of Restricted Stock Award Grant Notice and Restricted Stock Award Agreement under the Coherus BioSciences, Inc. 2016 Employment Commencement Incentive Plan. | | 10-Q | | 8/9/2016 | | 10.1(d) | | |
| | | | | | | | | | | |
| 10.11 | | Second Amendment, dated September 21, 2016, by and between Hudson 333 Twin Dolphin Plaza, LLC and Coherus BioSciences, Inc. | | 8-K | | 9/26/2016 | | 10.1 | | |
| | | | | | | | | | | |
| 10.12 | | Letter Agreement to Master Service Agreement, dated as of September 6, 2017, by and between Medpace, Inc. and Coherus BioSciences, Inc. | | 10-Q | | 11/06/2017 | | 10.2 | | |
| | | | | | | | | | | |
| 10.13† | | Confidential Litigation Settlement Agreement and Release, dated as of April 30, 2019 between Amgen Inc. and Amgen USA Inc. (collectively “Amgen”), and Coherus BioSciences Inc. | | 10-Q | | 8/5/2019 | | 10.1 | | |
| | | | | | | | | | | |
| 10.14 | | Third Amendment, effective May 24, 2019, by and between Hudson 333 Twin Dolphin Plaza, LLC and Coherus BioSciences, Inc. | | 10-Q | | 11/8/2019 | | 10.1 | | |
| | | | | | | | | | | |
| 10.15 | | Fourth Amendment, effective September 4, 2019, by and between Hudson 333 Twin Dolphin Plaza, LLC and Coherus BioSciences, Inc. | | 10-Q | | 11/8/2019 | | 10.2 | | |
| | | | | | | | | | | |
| 10.16†† | | License Agreement, dated November 4, 2019, by and between Coherus BioSciences, Inc. and Bioeq IP AG | | 10-K | | 2/27/2020 | | 10.29 | | |
| | | | | | | | | | | |
| 10.17†† | | Form of Confirmation for Base Capped Call Transactions under the Indenture. | | 8-K | | 4/17/2020 | | 10.1 | | |
| | | | | | | | | | | |
| 10.18 | | Exclusive License and Commercialization Agreement, dated February 1, 2021, by and between Coherus Biosciences, Inc. and Shanghai Junshi Biosciences, Co. Ltd. | | 10-Q | | 5/6/2021 | | 10.1 | | |
| | | | | | | | | | | |
| 10.19 | | Stock Purchase Agreement, dated February 1, 2021, by and between the Coherus Biosciences, Inc. and Shanghai Junshi Biosciences, Co. Ltd. | | 10-Q | | 5/6/2021 | | 10.2 | | |
| | | | | | | | | | | |
| 10.20†† | | Loan Agreement dated as of January 5, 2022 among Coherus BioSciences, Inc., the Guarantors, the Collateral Agent and the Lenders party thereto. | | 8-K | | 1/7/2022 | | 10.1 | | |
| | | | | | | | | | | |
| 10.21†† | | Letter Agreement, dated February 9, 2022, between Coherus BioSciences, Inc. and Shanghai Junshi Biosciences, Co., Ltd. | | 10-Q | | 5/5/2022 | | 10.1 | | |
| | | | | | | | | | | |
| 10.22†† | | First Amendment to Loan Agreement dated as of April 7, 2022, among Coherus BioSciences, Inc., the Collateral Agent and the Lenders party thereto. | | 10-Q | | 8/4/2022 | | 10.1 | | |
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| · · · · · · Incorporated by Reference | ||||||||||
| ExhibitNumber · Exhibit Description · Form · Date · Number · FiledHerewith | ||||||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
| 10.23†† | | License Agreement, dated June 22, 2022, among Coherus BioSciences, Inc., Bioeq AG and Genentech Inc. | | 10-K | | 3/6/2023 | | 10.25 | | |
| | | | | | | | | | | |
| 10.24†† | | Second Amendment and Waiver to Loan Agreement dated as of February 6, 2023, among Coherus BioSciences, Inc., the Collateral Agent and the Lenders party thereto. | | 10-Q | | 5/8/2023 | | 10.1 | | |
| | | | | | | | | | | |
| 10.25# | | Executive Change in Control and Severance Plan, effective January 1, 2023. | | 10-Q | | 5/8/2023 | | 10.2 | | |
| | | | | | | | | | | |
| 10.26#†† | | Letter Agreement between Coherus BioSciences, Inc. and Vladimir Vexler, dated as of March 27, 2023. | | 10-Q | | 5/8/2023 | | 10.3 | | |
| | | | | | | | | | | |
| 10.27 | | Amendment No. 1 to Sales Agreement between Coherus BioSciences, Inc. and Cowen and Company, LLC, dated May 15, 2023. | | 10-Q | | 8/2/2023 | | 10.1 | | |
| | | | | | | | | | | |
| 10.28†† | | Agreement and Plan of Merger, by and among Coherus BioSciences, Inc., Crimson Merger Sub I, Inc., Crimson Merger Sub II, LLC and Surface Oncology, Inc., dated June 15, 2023 (Form of CVR Agreement included as Exhibit A thereto) | | 8-K | | 6/16/2023 | | 2.1 | | |
| | | | | | | | | | | |
| 10.29†† | | Settlement and License Agreement among Coherus BioSciences, Inc., AbbVie Inc. and AbbVie Biotechnology Ltd dated January 24, 2019. | | 10-Q | | 11/6/2023 | | 10.1 | | |
| | | | | | | | | | | |
| 10.30 | | Amendment No. 2 to Sales Agreement between Coherus BioSciences, Inc. and Cowen and Company, LLC dated September 11, 2023. | | 10-Q | | 11/6/2023 | | 10.2 | | |
| | | | | | | | | | | |
| 10.31†† | | First Amended and Restated Development and Option Agreement between Adimab, LLC and Surface Oncology, Inc., dated October 3, 2018. | | | | | | | | X |
| | | | | | | | | | | |
| 10.32†† | | Collaboration Agreement between Novartis Institutes for BioMedical Research, Inc. and Surface Oncology, Inc., dated January 9, 2016, as amended on May 6, 2016, as further amended on July 14, 2017, and as further amended on September 18, 2017. | | | | | | | | X |
| | | | | | | | | | | |
| 10.33†† | | Amendment No. 4 to the Collaboration Agreement between Novartis Institutes for BioMedical Research, Inc. and Surface Oncology, Inc., dated October 9, 2018. | | | | | | | | X |
| | | | | | | | | | | |
| 10.34†† | | License Agreement, dated as of December 16, 2020, by and between Surface Oncology, Inc. and GLAXOSMITHKLINE INTELLECTUAL PROPERTY (No. 4) LIMITED. | | | | | | | | X |
| | | | | | | | | | | |
| 10.35†† | | Amendment No. 1, dated as of August 11, 2021, to License Agreement, dated as of December 16, 2020, by and between Surface Oncology, Inc. and GLAXOSMITHKLINE INTELLECTUAL PROPERTY (No. 4) LIMITED. | | | | | | | | X |
| | | | | | | | | | | |
| 10.36†† | | Sixth Amendment, effective October 24, 2023, by and between Hudson 333 Twin Dolphin Plaza, LLC and Coherus BioSciences, Inc. | | | | | | | | X |
| | | | | | | | | | | |
| 10.37†† | | Amendment to and Waiver, dated October 25, 2023, under the Exclusive License and Commercialization Agreement, dated February 1, 2021, by and between Coherus Biosciences, Inc. and Shanghai Junshi Biosciences, Co. Ltd. | | | | | | | | X |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | Incorporated by Reference | ||||
| ExhibitNumber | Exhibit Description | Form | Date | Number | FiledHerewith | |||||
| | | | | | | | | | | |
| 10.38 | | Coherus BioSciences, Inc. Insider Trading Compliance Policy and Procedures, effective February 27, 2023. | | | | | | | | X |
| | | | | | | | | | | |
| 10.39#†† | | Letter Agreement between Coherus BioSciences, Inc. and McDavid Stilwell, dated as of December 11, 2023. | | | | | | | | X |
| | | | | | | | | | | |
| 10.40†† | | Exclusive Product License Agreement, dated March 23, 2021, by and between Vaccinex, Inc. and Surface Oncology, Inc. | | | | | | | | X |
| | | | | | | | | | | |
| 21.1 | | Subsidiaries of Coherus BioSciences, Inc. | | | | | | | | X |
| | | | | | | | | | | |
| 23.1 | | Consent of Independent Registered Public Accounting Firm. | | | | | | | | X |
| | | | | | | | | | | |
| 24.1 | | Power of Attorney (included in the signature page to this Form 10-K). | | | | | | | | X |
| | | | | | | | | | | |
| 31.1 | | Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended. | | | | | | | | X |
| | | | | | | | | | | |
| 31.2 | | Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended. | | | | | | | | X |
| | | | | | | | | | | |
| 32.1 | | Certification of Principal Executive Officer and Principal Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350. | | | | | | | | X |
| | | | | | | | | | | |
| 97.1 | | Coherus BioSciences, Inc. Clawback Policy, effective December 1, 2023. | | | | | | | | X |
| | | | | | | | | | | |
| 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. | | | | | | | | X |
| | | | | | | | | | | |
| 101.SCH | | Inline XBRL Taxonomy Extension Schema Document | | | | | | | | X |
| | | | | | | | | | | |
| 101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | | | | | | | X |
| | | | | | | | | | | |
| 101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase Document | | | | | | | | X |
| | | | | | | | | | | |
| 101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase Document | | | | | | | | X |
| | | | | | | | | | | |
| 101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | | | | | | | X |
| | | | | | | | | | | |
| 104 | | Cover page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) | | | | | | | | X |
| | | | | | | | | | | |
|---|
| † | Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment and this exhibit has been filed separately with the SEC. |
|---|
| †† | Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment or pursuant to Regulation S-K, Item 601(b)(10). Such omitted information is not material and would likely cause competitive harm to the registrant if publicly disclosed. Additionally, schedules and attachments to this exhibit have been omitted pursuant to Regulation S-K, Item 601(a)(5). |
|---|
| # | Indicates management contract or compensatory plan. |
|---|
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.