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Viridian Therapeutics, Inc.\DE

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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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.

FY2025 · Filed Feb 26, 2026

VRDN$30.86+2.2%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, FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements

The financial statements required by this item are submitted in a separate section beginning on page F-1 of this Annual Report.

(a)(2) Financial Statement Schedules

Financial statement schedules have been omitted because they are either not required, not applicable, or the information is otherwise included.

(a)(3) Exhibits

See Exhibit Index, which is incorporated herein by reference.

EXHIBIT INDEX

The exhibits listed in the Exhibit Index are required by Item 601 of Regulation S-K. The SEC file number for all items incorporated by reference herein from reports on Forms 10-K, 10-Q, and 8-K is 001-36483.

Incorporated by Reference
Exhibit No.Description of ExhibitFormFiling DateNumber
3.1Second Restated Certificate of Incorporation of the Registrant, effective as of March 9, 2022.10-K03/11/20223.1
3.2Fourth Amended and Restated Bylaws of the Registrant, effective as of December 15, 2023.8-K12/18/20233.1
3.3Certificate of Designation of Series A Non-Voting Convertible Preferred Stock.8-K10/28/20203.1
3.4Certificate of Designation of Series B Non-Voting Convertible Preferred Stock.8-K09/23/20213.1
4.1Specimen Common Stock Certificate.S-103/19/20144.1
4.5Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.10-K03/03/20254.5
10.1^License Agreement, by and between the Registrant and ImmunoGen, dated as of October 12, 2020.8-K12/09/202010.1
10.2+Form of Indemnity Agreement between the Registrant and each of its directors and executive officers.10-K02/27/202410.2
10.3+Stephen Mahoney Employment Agreement, dated October 27, 2023.10-Q11/13/202310.2
10.4+Thomas Beetham Employment Agreement, dated October 27, 2023.10-Q11/13/202310.3
10.5+Thomas Ciulla Employment Agreement, dated January 12, 2023.10-K02/27/202410.9
10.6+Separation Agreement and Consulting Agreement, dated as of March 1, 2025, by and between the Registrant and Thomas Ciulla.10-Q05/06/202510.1
10.7+Seth Harmon Employment Agreement, dated April 24, 2023.10-K02/27/202410.10
10.8+Amendment to Seth Harmon Employment Agreement, dated September 28, 2023.10-K02/27/202410.11
10.9+Jennifer Tousignant Employment Agreement, dated January 10, 2024.10-K02/27/202410.12
10.10+Radhika Tripuraneni Employment Agreement, dated February 23, 2025.10-Q05/06/202510.3
10.11+Form of Inducement Stock Option Agreement.S-803/11/202299.3
10.12+Form of Inducement Restricted Stock Unit Agreement.S-803/10/202399.4
10.13+Viridian Therapeutics, Inc. Amended & Restated 2016 Equity Incentive Plan.8-K06/24/202510.1
10.14+Form of Stock Option Grant Notice and Stock Option Agreement under 2016 Equity Incentive Plan.10-K2/27/202410.16
10.15+Form of Restricted Stock Award Agreement under the 2016 Equity Incentive Plan.10-K2/27/202410.17
10.16+Viridian Therapeutics, Inc. 2020 Stock Incentive Plan.S-811/24/202099.1
10.17+Viridian Therapeutics, Inc. 2025 Employee Stock Purchase Plan.10-Q08/06/202510.2
10.18+Form of 2020 Incentive Stock Option Grant Notice under Viridian Therapeutics, Inc. 2020 Stock Incentive Plan.10-K03/26/202110.23
10.19+Form of 2008 Equity Incentive Plan.S-412/02/201610.48
10.20+Form of Stock Option Grant Notice and Stock Option Agreement under the Registrant 2008 Equity Incentive Plan.S-412/02/201610.49
10.21Lease by and between Registrant and Crestview, LLC, dated as of December 16, 2010.S-412/02/201610.40
10.22First Addendum to Lease by and between Registrant and Crestview, LLC, dated as of February 18, 2015.S-412/02/201610.40.1
10.23Second Addendum to Lease by and between Registrant and Crestview, LLC, dated as of October 23, 2015.S-412/02/201610.40.2
10.24Third Addendum to Lease by and between Registrant and Crestview, LLC, dated as of January 17, 2020.10-K03/13/202010.12.3
10.25Fourth Addendum to Lease by and between Registrant and Crestview, LLC, dated as of April 7, 2020.10-Q05/08/202010.2
10.26Fifth Addendum to Lease by and between Registrant and Crestview LLC, dated as of March 26, 2021.10-Q08/12/202110.4
10.27Waltham Lease between Registrant and Watch City Ventures MT, LLC dated as of January 13, 2020.10-Q11/05/202110.1
10.28First Amendment to Waltham Lease between Registrant and Watch City Ventures MT, LLC dated as of July 6, 2021.10-Q11/05/202110.2
10.29Second Amendment to Lease by and between the Registrant and Watch City Ventures MT, LLC dated as of April 13, 2022.10-Q08/15/202210.2
10.30Third Amendment to Lease by and between Registrant and Watch City Ventures MT, LLC dated as of July 29, 2022.10-Q11/14/202210.1
10.31Fourth Amendment to Lease by and between Registrant and Watch City Ventures MT, LLC dated as of April 8, 2024.10-Q08/08/202410.1
10.32Fifth Amendment to Lease by and between Registrant and Watch City Ventures MT, LLC dated as of September 19, 2024.10-Q11/12/202410.1
10.33Sixth Amendment to Lease by and between Viridian Therapeutics, Inc. and Watch City Ventures MT, LLC dated as of September 8, 2025.10-Q11/05/202510.2
10.34^Securities Purchase Agreement, dated as of October 27, 2020, by and among the Registrant and each purchaser identified on Annex A thereto.8-K10/28/202010.1
10.35^Registration Rights Agreement, dated as of October 30, 2020, by and among the Registrant and certain purchasers.10-Q11/12/202010.8
10.36Open Market Sale Agreement, dated as of March 3, 2025 by and between Viridian Therapeutics, Inc. and Jefferies LLC.8-K03/04/20251.1
10.37^Loan and Security Agreement, dated as of April 1, 2022, among the Viridian Therapeutics, Inc., certain of its subsidiaries from time to time party thereto, the Lenders from time to time party thereto and Hercules Capital, Inc., as Agent.8-K04/05/202210.1
10.38^First Amendment to Loan and Security Agreement, dated as of August 7, 2023, among the Viridian Therapeutics, Inc., certain of its subsidiaries from time to time party thereto, the Lenders from time to time party thereto and Hercules Capital, Inc., as Agent.10-Q11/13/202310.1
10.39^Second Amendment to Loan and Security Agreement, dated as of October 17, 2025, among the Viridian Therapeutics, Inc., certain of its subsidiaries from time to time party thereto, the Lenders from time to time party thereto and Hercules Capital, Inc., as Agent.x
10.40Registration Rights Agreement, dated October 30, 2023, by and between the Company and the Purchasers signatory thereto.8-K10/30/202310.2
10.41Amended and Restated License Agreement by and between Registrant and Paragon Therapeutics, Inc. dated as of September 20, 2024.10-Q11/12/202410.2
10.42^Collaboration and License Agreement, by and between Viridian Therapeutics, Inc. and Kissei Pharmaceutical Co. Ltd, dated July 30, 2025.10-Q11/05/202510.1
10.43^Purchase and Sale Agreement, by and between Viridian Therapeutics, Inc. and DRI Healthcare Acquisitions LP, dated October 17, 2025.x
10.44+Amendment to Stephen Mahoney Employment Agreement, dated February 25, 2025.10-K03/03/202510.38
10.45+Amendment to Thomas Beetham Employment Agreement, dated February 25, 2025.10-K03/03/202510.39
10.46+Amendment to Seth Harmon Employment Agreement, dated February 25, 2025.10-K03/03/202510.40
10.47+Amendment to Jennifer Tousignant Employment Agreement, dated February 25, 2025.10-K03/03/202510.41
19Insider Trading Policy.10-K03/03/202519
21.1Subsidiaries of the Registrant.x
23.1Consent of Independent Registered Public Accounting Firm.x
24.1Power of Attorney (included on signature page hereto).x
31.1Certification of Principal Executive Officer pursuant to Rule13a-14(a) and Rule 15d-14(a) of the Securities and Exchange Act, as amended.x
31.2Certification of Principal Financial Officer pursuant to Rule13a-14(a) and Rule 15d-14(a) of the Securities and Exchange Act, as amended.x
32.1*Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.x
97.1Viridian Therapeutics, Inc. Incentive Compensation Clawback Policy.10-K2/27/202497.1
101.INSXBRL Instance Documentx
101.SCHXBRL Taxonomy Extension Schema Documentx
101.CALXBRL Taxonomy Extension Calculation Linkbase Documentx
101.DEFXBRL Taxonomy Extension Definition Linkbase Documentx
101.LABXBRL Taxonomy Extension Label Linkbase Documentx
101.PREXBRL Taxonomy Extension Presentation Linkbase Documentx
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)x
^Schedules have been omitted from this filing pursuant to Item 601(b)(2) of Regulation S-K. Viridian agrees to furnish supplementally a copy of any omitted schedule to the SEC upon its request; provided, however, that Viridian may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any schedule so furnished. Certain portions of the exhibit, identified by the mark, “[***],” may have been omitted because such portions contained information that is both (i) not material and (ii) would likely cause competitive harm if publicly disclosed.
+Indicates management contract or compensatory plan.
*This certification is being furnished pursuant to 18 U.S.C. Section 1350 and is not being filed for purposes of Section 18 of the Exchange Act and is not to be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof.
xFiled/furnished herewith.
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