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Xenetic Biosciences, Inc.

For the period ended Dec 31, 2024. Filed Mar 18, 2025.

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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.

FY2024 · Filed Mar 18, 2025

XBIO$1.80-3.9%Stored close · as of Nov 9, 2026

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

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Contents

Item 16. Form 10-K Summary

EXHIBIT INDEX

Exhibit No.Exhibit IndexFormFiling DateExhibit NumberFiled Herewith
3.1Articles of IncorporationS-111/21/20113.1
3.2Certificate of Amendment to Articles of Incorporation8-K02/12/20133.1
3.3Certificate of Amendment to Articles of Incorporation8-K02/27/20133.1
3.4Certificate of Amendment to Articles of Incorporation10-Q01/10/20143.1
3.5Certificate of Change Pursuant to NRS 78.20910-Q01/10/20143.2
3.6Certificate of Amendment to Articles of Incorporation8-K09/30/20153.1
3.7Amended and Restated Bylaws8-K02/27/20173.1
3.9Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of Series B Preferred StockS-1/A10/31/20163.9
3.10Certificate of Change Pursuant to NRS 78.2098-K06/24/20193.1
3.11Certificate of Amendment to Articles of Incorporation8-K06/24/20193.2
3.12Certificate of Amendment to Articles of Incorporation10-K03/16/20213.12
3.13Certificate of Amendment to Articles of Incorporation10-K03/16/20213.13
3.14Certificate of Amendment to Articles of Incorporation10-K03/22/20233.14
3.15Certificate of Change to Articles of Incorporation8-K05/12/20233.1
4.1Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934X
4.2Form of Common Stock Certificate of the RegistrantS-1/A07/14/20164.1
4.3Form of Common Stock Purchase Warrant8-K06/25/20194.1
4.5Form of Series A Warrant8-K07/28/20214.1
Exhibit No. · Exhibit Index · Form · Filing Date · Exhibit Number · Filed Herewith
10.1†Form of Amended and Restated Xenetic Biosciences, Inc. Equity Incentive Plan, as amended, effective as of December 7, 2021DEF14A10/15/2021Appendix A
10.2#Agreement on Co-Development and the Terms of Exclusive License dated August 4, 2011 between Lipoxen plc, Lipoxen Technologies LTD and SynBio LLC10-K/A02/18/201510.18
10.3Novation of Agreement on Co-Development and the Terms of Exclusive License, dated December 17, 2021, between Xenetic Biosciences (UK) Limited (formerly Lipoxen plc), Lipoxen Technologies Limited, SynBio LLC and Public Joint-Stock Company Pharmsynthez10-K03/22/202210.3
10.4##Exclusive License Agreement, dated December 20, 2021, between Lipoxen Technologies Limited and Public Joint-Stock Company Pharmsynthez10-K03/22/202210.4
10.5#Subscription Agreement in respect of ordinary shares in the capital of Lipoxen plc dated August 4, 2011 between SynBio LLC and Lipoxen plc10-K/A02/18/201510.19
10.6#Collaboration, License and Development Agreement, dated November 11, 2009, between Pharmsynthez ZAO and Lipoxen Technologies Ltd.10-K/A02/18/201510.20
10.7#Exclusive Patent and Know How License and Manufacturing Agreement, dated August 4, 2011, between Lipoxen plc, Lipoxen Technologies Ltd and Serum Institute of India Limited10-K/A02/18/201510.21
10.8Intellectual Property Assignment between Dmitry Genkin, FDS Pharma, Lipoxen Technologies Limited and Xenetic Biosciences Inc.10-K04/15/201510.1
10.9†Employment Agreement, dated March 23, 2017 between Xenetic Biosciences, Inc. and James F. Parslow8-K04/04/201710.1
10.10†Amendment to Employment Agreement, dated June 18, 2024, between James F. Parslow and Xenetic Biosciences, Inc.10-Q08/13/202410.3
10.11†Form of Indemnity Agreement by and between Xenetic Biosciences, Inc. and each of its directors and executive officers10-Q08/14/201710.1
10.12†Confidential Separation Agreement and General Release, dated June 19, 2024, between Jeffrey Eisenberg and Xenetic Biosciences, Inc.10-Q08/13/202410.1
10.13†Confidential Separation Agreement and General Release, dated June 19, 2024, between Curtis Lockshin and Xenetic Biosciences, Inc.10-Q08/13/202410.2
10.14#Right to Sublicense Agreement, dated October 27, 2017, by and among Xenetic Biosciences, Inc., Baxalta Incorporated, Baxalta US Inc., and Baxalta GmbH10-K03/30/201810.46
10.15Assignment Agreement between Xenetic Biosciences, Inc. and OPKO Pharmaceuticals, LLC, dated March 1, 20198-K/A05/20/201910.1
10.16First Amendment to Assignment Agreement dated June 7, 20198-K06/13/201910.1
10.17Second Amendment to Assignment Agreement dated June 24, 20198-K06/24/201910.1
10.18Third Amendment to Assignment Agreement dated July 15, 20198-K07/16/201910.1
10.19Form of Consent Agreement by and among Xenetic Biosciences, Inc. and certain purchasers dated June 24, 20198-K06/25/201910.1
10.20Consent Agreement by and among Xenetic Biosciences, Inc. and certain purchasers dated July 16, 20198-K07/16/201910.1
10.21†Form of Letter Agreement re. Appointment of Non – Employee, Independent Director of Xenetic Biosciences, Inc.10-K03/26/202010.51
10.22†Form of Xenetic Biosciences, Inc. Stock Option Grant Notice10-K03/26/202010.52
10.23†Xenetic Biosciences, Inc. Stock Option Grant Notice, dated December 4, 2019, between Jeffrey Eisenberg and Xenetic Biosciences, Inc.10-K03/26/202010.53
Exhibit No.Exhibit IndexFormFiling DateExhibit NumberFiled Herewith
10.24##Exclusive Sublicense Agreement, dated April 26, 2022, between Xenetic Biosciences, Inc. and CLS Therapeutics LTD10-Q8/11/202210.1
10.25##Exclusive License Agreement, dated April 26, 2022, between Xenetic Biosciences, Inc. and CLS Therapeutics LTD10-Q8/11/202210.2
10.26Form of Subscription Agreement, dated April 26, 2022, between Xenetic Biosciences, Inc. and CLS Therapeutics LTD10-Q8/11/202210.3
10.27##Statement of Work, dated June 30, 2022, between Xenetic Biosciences, Inc. and Catalent Pharma Solutions, LLC10-Q8/11/202210.4
10.28##Research Funding and Option Agreement, dated March 17, 2023, between the Company and the Scripps Research Institute10-Q5/11/202310.1
10.29First Amendment to Research Funding and Option Agreement, dated June 1, 2024, between Xenetic Biosciences, Inc. and the Scripps Research InstituteX
10.30##Second Amendment to Research Funding and Option Agreement, dated November 1, 2024, between Xenetic Biosciences, Inc. and the Scripps Research InstituteX
10.31##Consulting Agreement, dated January 1, 2025, between Xenetic Biosciences, Inc. and Dmitry GenkinX
19.1Insider Trading Policy and ProceduresX
21.1List of SubsidiariesX
23.1Consent of Marcum LLPX
24.1Power of Attorney (included on signature page)X
31.1Certification of Principal Executive Officer, as required by Rule 13a-14(a) or Rule 15d-14(a)X
31.2Certification of Principal Financial Officer, as required by Rule 13a-14(a) or Rule 15d-14(a)X
32.1*Certification of Principal Executive Officer and Principal Financial Officer, as required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 36 of Title 18 of the United States Code (18 U.S.C. §1350)X
97.1Policy Regarding the Mandatory Recovery of Compensation10-K3/21/202497.1
101.INSInline XBRL Instance Document.X
101.SCHInline XBRL Taxonomy Extension Schema Document.X
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.X
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.X
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.X
101.PREInline XRBL Taxonomy Extension Presentation Linkbase Document.X
104Cover Page Interactive Data File (embedded within the Inline XBRL document)X
† # ##Indicates a management contract or any compensatory plan, contract or arrangement. Application has been made with the Securities and Exchange Commission to seek confidential treatment of certain confidential material contained in this document. Omitted material for which confidential treatment has been requested has been filed separately with the Securities and Exchange Commission. Portions of this exhibit, marked by brackets and asterisks, have been omitted pursuant to Item 601(b)(10) of Regulation S-K under the Securities Act of 1933, as amended, because they are both (i) not material and (ii) would likely cause competitive harm to the registrant if publicly disclosed. The registrant undertakes to promptly provide an unredacted copy of the exhibit on a supplemental basis, if requested by the Commission or its staff.
*This certification is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

XENETIC BIOSCIENCES, INC.
Date: March 18, 2025By:/s/ JAMES PARSLOW
James Parslow
Interim Chief Executive Officer
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