Spyre Therapeutics Inc
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
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FY2023 · Filed Feb 29, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as part of this report:
- Financial Statements
See Index to Financial Statements at Item 8 herein.
- Financial Statement Schedules
All schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.
- Exhibits
| ExhibitNumber · Incorporate by Reference | ||||||
|---|---|---|---|---|---|---|
| Description of Document · Form · File No. · Date ofFiling · ExhibitNo. · FiledHerewith | ||||||
| 2.1 | Agreement and Plan of Merger, dated June 22, 2023, by and among the Company, Aspen Merger Sub I, Inc., Sequoia Merger Sub II, LLC and Spyre Therapeutics, Inc. | S-1/A | 333-276251 | 2/5/2024 | 2.1 | |
| 3.1 | Amended and Restated Certificate of Incorporation | S-1/A | 333-276251 | 2/5/2024 | 3.1 | |
| 3.2 | Amended and Restated Bylaws | S-1/A | 333-276251 | 2/5/2024 | 3.2 | |
| 3.3 | Certificate of Designations of Series A Non-Voting Convertible Preferred Stock | S-1/A | 333-276251 | 2/5/2024 | 3.3 | |
| 3.4 | Certificate of Designations of Series B Non-Voting Convertible Preferred Stock | S-1/A | 333-276251 | 2/5/2024 | 3.4 | |
| 4.1 | Form of Registration Rights Agreement, by and among the Company and certain purchasers (December 2023 PIPE) | S-1/A | 333-276251 | 2/5/2024 | 4.1 | |
| 4.2 | Form of Common Stock Certificate | S-1/A | 333-276251 | 2/5/2024 | 4.2 | |
| 4.3 | Securities Purchase Agreement, dated December 7, 2023, by and among Spyre Therapeutics, Inc. and each purchaser identified on Annex A thereto | S-1/A | 333-276251 | 2/5/2024 | 4.3 | |
| 4.4 | Form of Registration Rights Agreement, by and among the Company and certain purchasers (June 2023 PIPE) | S-1/A | 333-276251 | 2/5/2024 | 4.4 | |
| 4.5 | Description of the Registrant's securities | X | ||||
| 4.6 | Form of Pre-Funded Warrants 2022 | S-1/A | 333-276251 | 2/5/2024 | 4.5 | |
| 10.1 | Form of Indemnification Agreement | S-1/A | 333-276251 | 2/5/2024 | 10.19 | |
| 10.2‡ | 2015 Equity Incentive Plan and forms of award agreements | S-1/A | 333-276251 | 2/5/2024 | 10.7 | |
| ExhibitNumber · Incorporate by Reference | ||||||
|---|---|---|---|---|---|---|
| Description of Document · Form · File No. · Date ofFiling · ExhibitNo. · FiledHerewith | ||||||
| 10.3‡ | Spyre Therapeutics, Inc. 2016 Equity Incentive Plan, As Amended and Restated Effective November 21, 2023 | S-1/A | 333-276251 | 2/5/2024 | 10.8 | |
| 10.4‡ | Spyre Therapeutics, Inc. 2016 Employee Stock Purchase Plan, as amended by the First Amendment on January 31, 2024 | X | ||||
| 10.5‡ | Spyre Therapeutics, Inc. 2018 Equity Inducement Plan and the First Amendment, Second Amendment, Third Amendment and Fourth Amendment thereto | S-1/A | 333-276251 | 2/5/2024 | 10.10 | |
| 10.6‡ | Form of Stock Option Agreement under the Amended and Restated 2018 Equity Inducement Plan | S-1/A | 333-276251 | 2/5/2024 | 10.11 | |
| 10.7‡ | Spyre Therapeutics, Inc. 2023 Equity Incentive Plan | S-1/A | 333-276251 | 2/5/2024 | 10.12 | |
| 10.8‡ | Form of Stock Restriction Agreement | S-1/A | 333-276251 | 2/5/2024 | 10.13 | |
| 10.9‡ | Form of Severance Agreement | S-1/A | 333-276251 | 2/5/2024 | 10.14 | |
| 10.10† | Biologics Master Services Agreement, effective June 20, 2022, by and between Paragon Therapeutics, Inc. and WuXi Biologics (Hong Kong) Limited | S-1/A | 333-276251 | 2/5/2024 | 10.1 | |
| 10.11† | Cell Line License Agreement, effective June 20, 2022, by and between Paragon Therapeutics, Inc. and WuXi Biologics (Hong Kong) Limited | S-1/A | 333-276251 | 2/5/2024 | 10.2 | |
| 10.12 | Novation Agreement, dated September 19, 2023, by and between Paragon Therapeutics, Inc., the Company and WuXi Biologics (Hong Kong) Limited | S-1/A | 333-276251 | 2/5/2024 | 10.3 | |
| 10.13‡ | Amended and Restated Offer Letter, dated November 22, 2023 and as amended on February 1, 2024, by and between the Company and Cameron Turtle | S-1/A | 333-276251 | 2/5/2024 | 10.4 | |
| 10.14† | Amended and Restated Antibody Discovery and Option agreement, dated September 29, 2023, by and between Paragon Therapeutics, Inc., Parapyre Holding LLC and Spyre Therapeutics, LLC | S-1/A | 333-276251 | 2/5/2024 | 10.5 | |
| 10.15‡ | Separation and Consulting Agreement and General Release of Claims by and between the Company and Jonathan Alspaugh, dated as of September 22, 2023 | S-1/A | 333-276251 | 2/5/2024 | 10.15 | |
| 10.16‡ | Offer Letter, dated August 10, 2023, by and between the Company and Scott Burrows | S-1/A | 333-276251 | 2/5/2024 | 10.16 | |
| 10.17 | Asset Purchase Agreement, dated July 27, 2023, by and between the Company and Immedica Pharma AB | S-1/A | 333-276251 | 2/5/2024 | 10.17 | |
| ExhibitNumber · Incorporate by Reference | ||||||
|---|---|---|---|---|---|---|
| Description of Document · Form · File No. · Date ofFiling · ExhibitNo. · FiledHerewith | ||||||
| 10.18 | Lease Termination Agreement dated August 7, 2023, between the Company and Las Cimas Owner LP | S-1/A | 333-276251 | 2/5/2024 | 10.18 | |
| 10.19‡ | Offer Letter, dated August 18, 2023, by and between the Company and Heidy King-Jones | X | ||||
| 10.20 | Consulting Agreement by and between the Company and Mark McKenna, effective August 1, 2023 | X | ||||
| 21.1 | Subsidiaries of the Registrant | X | ||||
| 23.1 | Consent of PricewaterhouseCoopers LLP | X | ||||
| 24.1 | Power of Attorney. Reference is made to the signature page hereto | X | ||||
| 31.1 | Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 | X | ||||
| 31.2 | Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 | X | ||||
| 32.1 | Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 97 | Spyre Therapeutics, Inc. Compensation Recoupment (Clawback) Policy | 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 Labels Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| ExhibitNumber | Incorporate by Reference | |||||||
| Description of Document | Form | File No. | Date ofFiling | ExhibitNo. | FiledHerewith | |||
| 104 | The cover page of this Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL and contained in Exhibit 101 | |||||||
†Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
‡Indicates management contract or compensatory plan.
(1)The certifications on Exhibit 32 hereto are deemed not “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language contained in such filing.
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