☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
27-4825712
|
|
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
Title of each class
|
|
Trading
Symbol(s)
|
|
Name of each exchange
on which registered
|
Common Stock, par value $0.001 per share
|
|
GBT
|
|
The NASDAQ Global Select Market
|
|
Large accelerated filer
|
☒
|
Accelerated filer
|
☐
|
|||
Non-accelerated
filer
|
☐
|
Smaller reporting company
|
☐
|
|||
|
|
Emerging growth company
|
☐
|
|
|
|
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Page
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3
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Item 1.
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3
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3
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4
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5
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6
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7
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Item 2.
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15
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Item 3.
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22
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Item 4.
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22
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22
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Item 1.
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22
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Item 1A.
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22
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Item 2.
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59
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Item 3.
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59
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Item 4.
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59
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Item 5.
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59
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Item 6.
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59
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61
|
|
|
March 31, 2020
|
|
December 31, 2019
|
|
||||
|
(Unaudited)
|
|
|
|
||||
Assets
|
|
|
|
|
|
|
||
Current assets:
|
|
|
||||||
Cash and cash equivalents
|
$ |
315,525
|
$ |
302,237
|
||||
Short-term marketable securities
|
215,295
|
307,732
|
||||||
Accounts receivable, net
|
4,578
|
2,637
|
||||||
Inventories
|
14,927
|
1,277
|
||||||
Prepaid expenses and other current assets
|
14,144
|
14,114
|
||||||
Total current assets
|
564,469
|
627,997
|
||||||
Property and equipment, net
|
37,329
|
27,113
|
||||||
Long-term marketable securities
|
84,378
|
85,030
|
||||||
Operating lease
right-of-use
assets
|
52,082
|
52,775
|
||||||
Restricted cash
|
2,395
|
2,395
|
||||||
Other assets, noncurrent
|
493
|
789
|
||||||
Total assets
|
$ |
741,146
|
$ |
796,099
|
||||
Liabilities and Stockholders’ Equity
|
|
|
|
|
|
|
||
Current liabilities:
|
|
|
||||||
Accounts payable
|
$ |
13,696
|
$ |
10,621
|
||||
Accrued liabilities
|
34,562
|
41,358
|
||||||
Accrued compensation
|
11,269
|
17,578
|
||||||
Other liabilities, current
|
2,721
|
1,896
|
||||||
Total current liabilities
|
62,248
|
71,453
|
||||||
Long-term debt
|
73,688
|
73,559
|
||||||
Operating lease liabilities, noncurrent
|
81,638
|
72,359
|
||||||
Other liabilities, noncurrent
|
—
|
34
|
||||||
Total liabilities
|
217,574
|
217,405
|
||||||
Commitments and contingencies
|
|
|
||||||
Stockholders’ equity:
|
|
|
||||||
Preferred stock, $0.001 par value, 5,000,000 shares authorized as of March 31, 2020
(
and December 31, 2019; no shares issued and outstanding
unaudited
)
|
—
|
—
|
||||||
Common stock, $0.001 par value, 150,000,000 shares authorized as of March 31, 2020 (unaudited) and December 31, 2019, respectively; 60,886,371 and 60,644,380 shares issued and outstanding as of March 31, 2020 (unaudited) and December 31, 2019, respectively
|
61
|
61
|
||||||
Additional
paid-in
capital
|
1,334,238
|
1,316,795
|
||||||
Accumulated other comprehensive income
|
1,215
|
754
|
||||||
Accumulated deficit
|
(811,942
|
) |
(738,916
|
) | ||||
Total stockholders’ equity
|
523,572
|
578,694
|
||||||
Total liabilities and stockholders’ equity
|
$ |
741,146
|
$ |
796,099
|
||||
|
Three Months Ended March 31,
|
|||||||
|
2020
|
|
2019
|
|
||||
Product sales, net
|
$ |
14,118
|
$ |
—
|
||||
Costs and operating expenses:
|
|
|
||||||
Cost of sales
|
135
|
—
|
||||||
Research and development
|
39,773
|
34,468
|
||||||
Selling, general and administrative
|
47,662
|
18,055
|
||||||
Total costs and operating expenses
|
87,570
|
52,523
|
||||||
Loss from operations
|
(73,452
|
) |
(52,523
|
) | ||||
Other income (expense):
|
|
|
||||||
Interest income
|
2,856
|
3,831
|
||||||
Interest expenses
|
(2,314
|
) |
(181
|
) | ||||
Other expenses, net
|
(116
|
) |
(50
|
) | ||||
Total other income, net
|
426
|
3,600
|
||||||
Net loss
|
(73,026
|
) |
(48,923
|
) | ||||
Other comprehensive income:
|
|
|
||||||
Net unrealized gain on marketable securities, net of tax
|
461
|
624
|
||||||
Comprehensive loss
|
$ |
(72,565
|
) | $ |
(48,299
|
) | ||
Basic and diluted net loss per common share
|
$ |
(1.20
|
) | $ |
(0.87
|
) | ||
Weighted-average number of shares used in computing basic and diluted net loss per common share
|
60,787,710
|
56,231,587
|
||||||
|
Common Stock
|
Additional
Paid-
In Capital
|
|
Accumulated
Other
Comprehensive
Income
|
|
Accumulated
Deficit
|
|
Total
Stockholders’
Equity
|
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
||||||||||||||||||||
Balance at December 31, 2019
|
60,644,380
|
$ |
61
|
$ |
1,316,795
|
$ |
754
|
$ |
(738,916
|
) | $ |
578,694
|
||||||||||||
Issuance of common stock upon exercise of stock
options |
33,937
|
—
|
967
|
—
|
—
|
967
|
||||||||||||||||||
Issuance of common stock upon vesting of restricted
share units, net of shares withheld for employee taxes |
160,594
|
—
|
(2,099
|
) |
—
|
—
|
(2,099
|
) | ||||||||||||||||
Issuance of common stock pursuant to ESPP purchases
|
47,460
|
—
|
1,870
|
—
|
—
|
1,870
|
||||||||||||||||||
Stock-based compensation expense
|
—
|
—
|
16,705
|
—
|
—
|
16,705
|
||||||||||||||||||
Net unrealized gain on marketable securities
|
—
|
—
|
—
|
461
|
—
|
461
|
||||||||||||||||||
Net loss
|
—
|
—
|
—
|
—
|
(73,026
|
) |
(73,026
|
) | ||||||||||||||||
Balance at March 31, 2020
|
60,886,371
|
$ |
61
|
$ |
1,334,238
|
$ |
1,215
|
$ |
(811,942
|
) | $ |
523,572
|
||||||||||||
|
Common Stock
|
Additional
Paid-
In Capital
|
|
Accumulated
Other
Comprehensive
Income
|
|
Accumulated
Deficit
|
|
Total
Stockholders’
Equity
|
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
||||||||||||||||||||
Balance at December 31, 2018
|
55,640,299
|
$ |
56
|
$ |
1,044,941
|
$ |
(48
|
) | $ |
(472,150
|
) | $ |
572,799
|
|||||||||||
Issuance of common stock upon equity offerings, net
of issuance costs |
511,363
|
—
|
21,246
|
—
|
—
|
21,246
|
||||||||||||||||||
Issuance of common stock upon exercise of stock
options |
52,288
|
—
|
817
|
—
|
—
|
817
|
||||||||||||||||||
Issuance of common stock upon vesting of restricted
share units, net of shares withheld for employee taxes |
78,155
|
—
|
(686
|
) |
—
|
—
|
(686
|
) | ||||||||||||||||
Issuance of common stock pursuant to ESPP purchases
|
30,745
|
—
|
1,128
|
—
|
—
|
1,128
|
||||||||||||||||||
Vesting of restricted stock purchases
|
24,195
|
—
|
80
|
—
|
—
|
80
|
||||||||||||||||||
Stock-based compensation expense
|
—
|
—
|
9,453
|
—
|
—
|
9,453
|
||||||||||||||||||
Net unrealized gain on marketable securities
|
—
|
—
|
—
|
624
|
—
|
624
|
||||||||||||||||||
Net loss
|
—
|
—
|
—
|
—
|
(48,923
|
) |
(48,923
|
) | ||||||||||||||||
Balance at March 31, 2019
|
56,337,045
|
$ |
56
|
$ |
1,076,979
|
$ |
576
|
$ |
(521,073
|
) | $ |
556,538
|
||||||||||||
|
March 31, 2020
|
|||||||||||||||
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
||||||||
Financial Assets:
|
|
|
|
|
||||||||||||
Money market funds
|
$
|
294,863
|
$
|
294,863
|
$ |
—
|
$ |
|
||||||||
Corporate debt securities
|
118,390
|
—
|
118,390
|
—
|
||||||||||||
U.S. government agency securities
|
79,579
|
—
|
79,579
|
—
|
||||||||||||
Certificates of deposits
|
5,808
|
—
|
5,808
|
—
|
||||||||||||
U.S. government securities
|
95,896
|
—
|
95,896
|
—
|
||||||||||||
Total financial assets
|
$ |
594,536
|
$ |
294,863
|
$ |
299,673
|
$ |
—
|
||||||||
|
December 31, 2019
|
|||||||||||||||
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
||||||||
Financial Assets:
|
|
|
|
|
||||||||||||
Money market funds
|
$
|
250,535
|
$
|
250,535
|
$ |
—
|
$ |
|
||||||||
Corporate debt securities
|
152,149
|
—
|
152,149
|
—
|
||||||||||||
U.S. government agency securities
|
95,032
|
—
|
95,032
|
—
|
||||||||||||
Certificates of deposits
|
6,282
|
—
|
6,282
|
—
|
||||||||||||
U.S. government securities
|
140,244
|
—
|
140,244
|
—
|
||||||||||||
Total financial assets
|
$ |
644,242
|
$ |
250,535
|
$
|
393,707
|
$ |
—
|
||||||||
|
March 31, 2020
|
December 31, 2019
|
||||||||||||||||||||||||||||||
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
(Losses)
|
|
Estimated Fair
Value
|
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
(Losses)
|
|
Estimated Fair
Value
|
|
||||||||||||||||
Financial Assets:
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Money market funds
|
$
|
294,863
|
$ |
—
|
$ |
—
|
$ |
294,863
|
$
|
250,535
|
$ |
—
|
$ |
—
|
$ |
250,535
|
||||||||||||||||
Corporate debt securities
|
118,187
|
287
|
(84
|
) |
118,390
|
151,773
|
384
|
(8
|
) |
152,149
|
||||||||||||||||||||||
U.S. government agency securities
|
79,417
|
181
|
(19
|
) |
79,579
|
94,963
|
73
|
(4
|
) |
95,032
|
||||||||||||||||||||||
Certificates of deposits
|
5,766
|
42
|
—
|
5,808
|
6,239
|
43
|
—
|
6,282
|
||||||||||||||||||||||||
U.S. government securities
|
95,088
|
808
|
—
|
95,896
|
139,978
|
266
|
—
|
140,244
|
||||||||||||||||||||||||
Total
|
$ |
593,321
|
$ |
1,318
|
$ |
(103
|
) | $ |
594,536
|
$ |
643,488
|
$ |
766
|
$ |
(12
|
) | $ |
644,242
|
||||||||||||||
|
March 31, 2020
|
|
December 31, 2019
|
|
||||
Cash and cash equivalents
|
$ |
294,863
|
$ |
251,480
|
||||
Short-term marketable securities
|
215,295
|
307,732
|
||||||
Long-term marketable securities
|
84,378
|
85,030
|
||||||
Total
|
$ |
594,536
|
$ |
644,242
|
||||
|
March 31, 2020
|
|
December 31, 2019
|
|
||||
Raw materials
|
$ |
7,141
|
$ |
700
|
||||
Work-in-process
|
7,217
|
525
|
||||||
Finished goods
|
569
|
52
|
||||||
Total inventories
|
$ |
14,927
|
$ |
1,277
|
||||
|
March 31, 2020
|
|
December 31, 2019
|
|
||||
Laboratory equipment
|
$ |
8,472
|
$ |
8,314
|
||||
Computer equipment
|
2,224
|
2,224
|
||||||
Leasehold improvements
|
13,785
|
13,785
|
||||||
Construction-in-progress
|
31,679
|
19,289
|
||||||
Total property and equipment
|
56,160
|
43,612
|
||||||
Less: accumulated depreciation and amortization
|
(18,831
|
) |
(16,499
|
) | ||||
Property and equipment, net
|
$ |
37,329
|
$ |
27,113
|
||||
|
March 31, 2020
|
|
December 31, 2019
|
|
||||
Accrued research and development costs
|
$ |
9,659
|
$ |
26,480
|
||||
Accrued manufacturing costs
|
18,160
|
9,466
|
||||||
Accrued professional and consulting services
|
4,262
|
4,564
|
||||||
Accrued sales deductions
|
1,998
|
529
|
||||||
Other
|
483
|
319
|
||||||
Total accrued liabilities
|
$ |
34,562
|
$ |
41,358
|
||||
|
March 31, 2020
|
|
December 31, 2019
|
|
||||
Operating lease liabilities, current
|
$ |
2,691
|
$ |
1,866
|
||||
Other payable
|
30
|
30
|
||||||
Total other liabilities, current
|
$ |
2,721
|
$ |
1,896
|
||||
Year ending December 31,
|
Amount
|
|
||
2020 (nine months)
|
$ |
5,063
|
||
2021
|
6,750
|
|||
2022
|
6,750
|
|||
2023
|
31,406
|
|||
2024
|
29,156
|
|||
2025
|
26,906
|
|||
Total minimum payments
|
106,031
|
|||
Less amount representing interest
|
(29,531
|
) | ||
Less amount representing Paydown Fee
|
(1,500
|
) | ||
Long-term debt, gross
|
75,000
|
|||
Discount on notes payable
|
(1,418
|
) | ||
Accretion of Paydown Fee
|
106
|
|||
Long-term debt
|
$ |
73,688
|
||
|
Three Months Ended March 31,
|
|||||||
|
2020
|
|
2019
|
|
||||
ROU assets obtained in exchange for new operating lease upon adoption of ASC 842
|
$ |
—
|
$ |
14,177
|
||||
Cash paid for amounts included in the measurement of lease liabilities
|
1,153
|
1,117
|
||||||
Weighted-average remaining lease term of operating leases (in years)
|
10
|
8.7
|
||||||
Weighted-average discount rate of operating leases
|
8.7
|
% |
13.2
|
% |
Year ending December 31,
|
Amount
|
|
||
2020 (nine months)
|
$ |
5,878
|
(a)
|
|
2021
|
11,736
|
|||
2022
|
12,116
|
|||
2023
|
12,508
|
|||
2024
|
12,913
|
|||
2025
|
13,333
|
|||
Thereafter
|
61,035
|
|||
Total lease payments
|
129,519
|
|||
Less: Imputed interest
(b)
|
(45,190
|
) | ||
Present value of operating lease liabilities
|
$ |
84,329
|
||
(a)
|
Includes our lease payments of $7.1 million, which is partially offset by the expected receipt of the remaining tenant inducements of $1.2 million.
|
|
Number of
Options |
|
Weighted-
Average Exercise Price |
|
||||
Outstanding — December 31, 2019
|
3,573,860
|
$ |
36.24
|
|||||
Options granted
|
621,703
|
66.05
|
||||||
Options exercised
|
(33,937
|
) |
28.50
|
|||||
Options canceled
|
(27,905
|
) |
47.16
|
|||||
Outstanding — March 31, 2020
|
4,133,721
|
$ |
40.72
|
|||||
|
Three Months Ended
March 31,
|
|||||||
|
2020
|
|
2019
|
|
||||
Expected term (in years)
|
6.1
|
6.1
|
||||||
Volatility
|
69.6%-69.9%
|
71.6%-72.2%
|
||||||
Risk-free interest rate
|
1.4%-1.8%
|
2.5%-2.6%
|
||||||
Dividend yield
|
—
|
—
|
|
Number
of RSUs
|
|
Weighted-
Average
Grant Date Fair
Value
|
|
||||
Non-vested
units — December 31, 2019
|
1,848,772
|
$ |
49.19
|
|||||
RSUs granted
|
1,073,766
|
66.16
|
||||||
RSUs vested
|
(192,966
|
) |
45.68
|
|||||
RSUs forfeited
|
(38,413
|
) |
48.18
|
|||||
Non-vested
units — March 31, 2020
|
2,691,159
|
$ |
56.23
|
|||||
|
Three Months Ended
March 31,
|
|||||||
|
20
20
|
|
2019
|
|
||||
Research and development
|
$ |
5,350
|
$ |
4,023
|
||||
Selling, general and administrative
|
11,017
|
5,430
|
||||||
Total stock-based compensation expense
|
$ |
16,367
|
$ |
9,453
|
||||
|
Three Months Ended
March 31,
|
|||||||
|
2020
|
|
2019
|
|
||||
Options to purchase common stock
|
4,133,721
|
3,813,995
|
||||||
Restricted stock subject to future vesting
|
—
|
22,856
|
||||||
Restricted stock units
|
2,691,159
|
1,626,127
|
||||||
Total
|
6,824,880
|
5,462,978
|
||||||
Item 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
Three Months Ended
March 31,
|
$ Change
|
|
% Change
|
|
|||||||||||
|
2020
|
|
2019
|
|
||||||||||||
|
(in thousands, except percentages)
|
|||||||||||||||
Product sales, net
|
$ |
14,118
|
$ |
—
|
$ |
14,118
|
*
|
|||||||||
Costs and operating expenses:
|
|
|
|
|
||||||||||||
Cost of sales
|
135
|
—
|
135
|
*
|
||||||||||||
Research and development
|
39,773
|
34,468
|
5,305
|
15
|
% | |||||||||||
Selling, general and administrative
|
47,662
|
18,055
|
29,607
|
164
|
% | |||||||||||
Total costs and operating expenses
|
87,570
|
52,523
|
35,047
|
67
|
% | |||||||||||
Loss from operations
|
(73,452
|
) |
(52,523
|
) |
(20,929
|
) |
40
|
% | ||||||||
Interest income
|
2,856
|
3,831
|
(975
|
) |
(25
|
)% | ||||||||||
Interest expenses
|
(2,314
|
) |
(181
|
) |
(2,133
|
) |
*
|
|||||||||
Other expenses, net
|
(116
|
) |
(50
|
) |
(66
|
) |
132
|
% | ||||||||
Net loss
|
$ |
(73,026
|
) | $ |
(48,923
|
) | $ |
(24,103
|
) |
49
|
% | |||||
* | Change is not meaningful |
|
Rebates,
co-payment
assistance, Medicare
Part D coverage gap,
product returns and
distributor fees
|
|
Prompt payment
discounts and
chargebacks
|
|
Total
|
|
||||||
Balances at December 31, 2019
|
$ |
529
|
$ |
113
|
$ |
642
|
||||||
Provision related to current period sales
|
1,543
|
339
|
1,882
|
|||||||||
Credit or payments made during the period
|
(75
|
) |
(280
|
) |
(355
|
) | ||||||
Balance at March 31, 2020
|
$
|
1,997
|
|
$
|
172
|
|
$
|
2,169
|
|
|||
• | employee-related expenses, which include salaries, benefits and stock-based compensation; |
• | expenses incurred under agreements with consultants, third-party research firms, manufacturing organizations for products not approved by the FDA, and investigative clinical trial sites that conduct research and development activities on our behalf; |
• | the costs related to production of clinical supplies, including fees paid to contract manufacturers; |
• | laboratory and vendor expenses related to the execution of nonclinical studies and clinical trials; |
• | payments upon achievement of certain clinical development and regulatory milestones in relation with license agreement; and |
• | facilities and other allocated expenses, which include expenses for rent and maintenance of facilities, depreciation and amortization expense and other supplies. |
|
Three Months Ended March 31,
|
$ Change
|
|
% Change
|
|
|||||||||||
|
2020
|
|
2019
|
|
||||||||||||
Costs incurred by development program:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Oxbryta for the treatment of SCD
|
$ |
23,460
|
$ |
27,725
|
$ |
(4,265
|
) |
(15
|
)% | |||||||
Other preclinical programs
|
9,316
|
5,363
|
3,953
|
74
|
% | |||||||||||
Inclacumab for the treatment of SCD
|
6,997
|
1,380
|
5,617
|
407
|
% | |||||||||||
Total research and development expenses
|
$ |
39,773
|
$ |
34,468
|
$ |
5,305
|
15
|
% | ||||||||
• | employee-related expenses, which include salaries, benefits and stock-based compensation; |
• | fees to third party vendors providing customer support services; |
• | expenses incurred under agreements with consultants; and |
• | facilities and other allocated expenses, which include expenses for rent and maintenance of facilities, depreciation and amortization expense and other supplies. |
• | our ability to successfully commercialize Oxbryta, inclacumab and any other product candidates we may identify and develop in any territories; |
• | the manufacturing, selling, and marketing costs associated with the commercialization of Oxbryta and the potential commercialization of inclacumab and any other product candidates we may identify and develop, including the cost and timing of establishing or maintaining our sales and marketing capabilities in any territory(ies); |
• | the amount and timing of sales and other revenues from Oxbryta, inclacumab and any other product candidates we may identify and develop, including the sales price and the availability of adequate third-party reimbursement; |
• | the time and cost necessary to wind down our completed Phase 3 HOPE Study, to conduct and complete multiple ongoing studies (including our HOPE-KIDS 1 Study, Phase 3 HOPE-KIDS 2 Study and our OLE study in HOPE study countries); |
• | the time and cost necessary to conduct and complete any additional clinical studies required to pursue additional regulatory approvals for Oxbryta for SCD, including our Phase 3 HOPE-KIDS 2 Study (which is intended as our required confirmatory study to move from our current Subpart H approval to a full approval of Oxbryta) and any studies to support potential label expansions into younger SCD pediatric populations, or any other post-marketing studies for Oxbryta for SCD; |
• | the progress, data and results of clinical trials of Oxbryta; |
• | the progress, timing, scope and costs of our nonclinical studies, our clinical trials and other related activities, including our ability to enroll subjects in a timely manner for our ongoing and future clinical trials of Oxbryta, inclacumab or any other product candidate that we may identify and develop; |
• | the costs of obtaining clinical and commercial supplies of Oxbryta, inclacumab and any other product candidates we may identify and develop; |
• | our ability to advance our development programs, including for Oxbryta, inclacumab and any other potential product candidate programs we may identify and pursue, the timing and scope of these development activities, and the availability of approval for any of our other product candidates; |
• | our ability to successfully obtain any additional regulatory approvals from any regulatory authorities, and the scope of any such regulatory approvals, to market and sell Oxbryta, inclacumab and any other product candidates we may identify and develop in any territory(ies); |
• | the cash requirements of any future acquisitions or discovery of product candidates; |
• | the time and cost necessary to respond to technological and market developments; |
• |
the extent to which we may acquire or
in-license
other product candidates and technologies, and the costs and timing associated with any such acquisitions or
in-licenses;
|
• | our ability to attract, hire, and retain qualified personnel; and |
• | the costs of maintaining, expanding, and protecting our intellectual property portfolio. |
|
Three Months Ended
March 31,
|
|||||||
|
2020
|
|
2019
|
|
||||
Cash used in operating activities
|
$ |
(78,622
|
) | $ |
(40,316
|
) | ||
Cash provided by (used in) investing activities
|
91,126
|
(100,651
|
) | |||||
Cash provided by financing activities
|
784
|
22,446
|
||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
$ |
13,288
|
$ |
(118,521
|
) | |||
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors.
|
• | the demonstrated efficacy and potential advantages of our drugs compared to alternative treatments; |
• | our ability to offer our drugs for sale at competitive prices; |
• | the availability of third-party coverage and adequate reimbursement; |
• | the convenience and ease of administration of our drugs compared to alternative current and future treatments; |
• | the willingness of the SCD or other target patient populations to try new therapies and of physicians to prescribe these therapies; |
• | the availability of our drugs and our ability to meet market demand, including a reliable supply for long-term chronic treatment; |
• | the strength of labeling, marketing and distribution support; |
• | the clinical indications and approved labeling for which the drug is approved, including labeling restrictions for drugs approved under Subpart H, such as Oxbryta; |
• | the prevalence and severity of any side effects and overall safety profile of the drug; and |
• | any restrictions on the use of the drug, including together with other medications. |
• | the burden of complying with complex and changing foreign regulatory, tax, accounting, compliance and legal requirements; |
• | different medical practices and customs in foreign countries affecting acceptance in the marketplace; |
• | import or export licensing requirements; |
• | longer accounts receivable collection times; |
• | longer lead times for shipping; |
• | language barriers for technical training; |
• | reduced protection of intellectual property rights in some foreign countries, and related prevalence of bioequivalent or generic alternatives to therapeutics; |
• | foreign currency exchange rate fluctuations; |
• | potential resource constraints, including with respect to patients’ ability to obtain reimbursement for our products in foreign markets; and |
• | the interpretation of contractual provisions governed by foreign laws in the event of a contract dispute. |
• | issue untitled or warning letters; |
• | impose civil or criminal penalties; |
• | impose injunctions; |
• | impose fines; |
• | impose additional specialized restrictions on the company’s activities and practices; |
• | suspend regulatory approval; |
• | suspend ongoing clinical trials; |
• | seek voluntary product recalls and impose publicity requirements; |
• | refuse to approve pending applications or supplements to approved applications submitted by us; |
• | impose restrictions on our operations, including closing our contract manufacturers’ facilities; or |
• | seize or detain products. |
• | commercialize Oxbryta and continue related clinical development, including winding down our recently completed Phase 3 HOPE Study and conducting (i) our Phase 2a HOPE-KIDS 1 Study of Oxbryta, (ii) our HOPE-KIDS 2 Study, which we intend to serve as our post-confirmatory study of Oxbryta in SCD (and any other post-marketing studies that may be required by regulatory authorities, if any), and (iii) any additional clinical trials of Oxbryta we may conduct now or in the future in SCD patients or for any other indications for Oxbryta, inclacumab or any other product candidates, if any; |
• | establish and maintain manufacturing and supply relationships with third parties that can provide adequate supplies (in amount and quality) of Oxbryta and inclacumab to support commercialization and further clinical development; |
• | seek and obtain additional regulatory and marketing approvals for Oxbryta for SCD, including for younger pediatric patient populations, or any potential approvals we may pursue; |
• | maintain a sales and marketing organization and enter into selected collaborations to commercialize Oxbryta for SCD or any other approved indication; |
• | maintain a medical affairs organization to advance our engagement with healthcare providers and stakeholders; |
• | advance our other programs, including inclacumab, through nonclinical and clinical development and commence development activities for any additional product candidates we may identify and pursue; and |
• | expand our organization to support our commercialization, research, development and medical activities and our operations as a public company. |
• | our ability to successfully commercialize Oxbryta, inclacumab and any other product candidates we may identify and develop in any territories; |
• | the manufacturing, selling, and marketing costs associated with the commercialization of Oxbryta and the potential commercialization of inclacumab and any other product candidates we may identify and develop, including the cost and timing of establishing or maintaining our sales and marketing capabilities in any territory(ies); |
• | the amount and timing of sales and other revenues from Oxbryta, inclacumab and any other product candidates we may identify and develop, including the sales price and the availability of adequate third-party reimbursement; |
• | the time and cost necessary to wind down our completed Phase 3 HOPE Study, to conduct and complete multiple ongoing studies (including our HOPE-KIDS 1 Study, Phase 3 HOPE-KIDS 2 Study and our OLE study in HOPE study countries; |
• | the time and cost necessary to conduct and complete any additional clinical studies required to pursue additional regulatory approvals for Oxbryta for SCD, including our Phase 3 HOPE-KIDS 2 Study (which is necessary to move from our current Subpart H approval to a full approval) and any studies to support potential label expansions into younger SCD pediatric populations, or any other post-marketing studies for Oxbryta for SCD; |
• | the progress, data and results of clinical trials of Oxbryta; |
• | the progress, timing, scope and costs of our nonclinical studies, our clinical trials and other related activities, including our ability to enroll subjects in a timely manner for our ongoing and future clinical trials of Oxbryta, inclacumab or any other product candidate that we may identify and develop; |
• | the costs of obtaining clinical and commercial supplies of Oxbryta, inclacumab and any other product candidates we may identify and develop; |
• | our ability to advance our development programs, including for Oxbryta, inclacumab and any other potential product candidate programs we may identify and pursue, the timing and scope of these development activities, and the availability of approval for any of our other product candidates; |
• | our ability to successfully obtain any additional regulatory approvals from any regulatory authorities, and the scope of any such regulatory approvals, to market and sell Oxbryta, inclacumab and any other product candidates we may identify and develop in any territory(ies); |
• | the cash requirements of any future acquisitions or discovery of product candidates; |
• | the time and cost necessary to respond to technological and market developments; |
• |
the extent to which we may acquire or
in-license
other product candidates and technologies, and the costs and timing associated with any such acquisitions or
in-licenses;
|
• | our ability to attract, hire, and retain qualified personnel; and |
• | the costs of maintaining, expanding, and protecting our intellectual property portfolio. |
• | sell, transfer or otherwise dispose of any of our business or property, subject to limited exceptions; |
• | make certain changes to our organizational structure; |
• | consolidate or merge with other entities or acquire other entities; |
• | incur additional indebtedness or create encumbrances on our assets; |
• | pay dividends, other than dividends paid solely in shares of our common stock, or make distributions on and, in certain cases, repurchase our stock; |
• | repay subordinated indebtedness; or |
• | make certain investments. |
• | we may not be able to demonstrate to the satisfaction of regulatory authorities (including the EMA) that Oxbryta, inclacumab or any other product candidates we may develop are safe and effective for any proposed indications; |
• | the FDA or comparable foreign regulatory authorities may disagree with our plans or expectations regarding the pathways and endpoints for approval, including the availability of accelerated approval, or the design or implementation of our nonclinical studies or clinical trials; |
• | the populations studied in our clinical programs may not be sufficiently broad or representative to assure safety or demonstrate efficacy in the full population for which we seek approval; |
• | the FDA or comparable foreign regulatory authorities may require additional nonclinical studies or clinical trials beyond those we anticipate; |
• | the FDA or comparable foreign regulatory authorities may disagree with our interpretation of data and results from our nonclinical studies or clinical trials; |
• | the data and results collected from nonclinical studies or clinical trials of Oxbryta, inclacumab and any other product candidates that we may identify and pursue may not be sufficient to support the submission for regulatory approval; |
• | we may be unable to demonstrate to the FDA or comparable foreign regulatory authorities that a product candidate’s risk-benefit ratio for its proposed indication is acceptable; |
• | the FDA or comparable foreign regulatory authorities may find deficiencies with or fail to approve the manufacturing processes, test procedures and specifications, or facilities of third-party manufacturers with which we contract and rely on for all clinical and commercial supplies of Oxbryta, inclacumab and any other product candidates (if any); and |
• | the approval policies or regulations of the FDA or comparable foreign regulatory authorities may change in a manner that renders our development or manufacturing efforts insufficient for approval. |
• | delays or failures in reaching a consensus with regulatory agencies on study design, including clinical endpoints sufficient to support an approval decision; |
• | delays or failures to receive approval for conduct of clinical studies in one or more geographies, which could result in delays in enrollment and availability of data and results; |
• | delays or failures in reaching agreement on acceptable terms with a sufficient number of prospective contract research organizations, or CROs, and clinical trial sites, the terms of which can be subject to extensive negotiation and may vary significantly among different CROs and trial sites; |
• | delays in obtaining required Institutional Review Board, or IRB, or ethics committee approval for each clinical trial site; |
• | delays in recruiting a sufficient number of suitable patients to participate in our clinical trials; |
• | imposition of a clinical hold by any regulatory authority, including if imposed due to safety concerns after an inspection of our clinical trial operations or study sites; |
• | failure by our CROs, clinical sites, participating clinicians or patients, other third parties or us to adhere to clinical trial, regulatory or legal requirements; |
• | failure to perform in accordance with the FDA’s good clinical practices, or GCPs, or applicable regulatory requirements in other countries; |
• | delays in the testing, validation, manufacturing and delivery of sufficient quantities of Oxbryta or our product candidates or study related devices to the clinical sites and patients; |
• |
delays in having patients enroll or complete participation in a study in accordance with applicable protocols or protocol amendments or return for post-treatment
follow-up;
|
• | reduction in the number of participating clinical trial sites or patients, including by dropping out of a trial; |
• | failure to address in an adequate or timely manner any patient safety concerns that arise during the course of a trial; |
• | unanticipated costs or increases in costs of clinical trials of Oxbryta or our product candidates; |
• | the occurrence of serious adverse events or other safety concerns associated with Oxbryta or our product candidates; or |
• | changes in regulatory requirements and guidance that require amending or submitting new clinical protocols or obtaining additional IRB or other approvals to conduct or complete clinical studies of Oxbryta or our product candidates. |
• | reliance on the third party for regulatory compliance and quality assurance; |
• | the possible breach or termination of the manufacturing agreement by the third party or by us, including at a time that is costly or inconvenient for us; |
• |
the inability of the third party to satisfy our ordering requirements as to quality, quantity and/or price, including, without limitation, potential impact on supply chain due to the impact of public health risks, such as the recent spread of
COVID-19;
|
• |
the possible misappropriation of our proprietary information, including our trade secrets and
know-how;
and
|
• | the unwillingness of the third party to extend or renew terms with us when desired. |
• | the research methodology used may not be successful in identifying potential product candidates; |
• | competitors may develop alternatives that render our product candidates obsolete or less attractive; |
• | product candidates we develop may nevertheless be covered by third parties’ patents or other exclusive rights; |
• | the market for a product candidate may change during our program so that such a product may become unreasonable to continue to develop; |
• | a product candidate may on further study be shown to have harmful side effects, lack of potential efficacy or other characteristics that indicate it is unlikely to meet applicable regulatory criteria or remain reasonable to continue to develop; |
• | a product candidate may not be capable of being produced in commercial quantities at an acceptable cost, or at all; and |
• | a product candidate may not be accepted as safe and effective by patients, the medical community or third-party payors, if applicable. |
• | impairment of our business reputation; |
• | withdrawal of clinical trial participants; |
• | costs due to related litigation; |
• | distraction of management’s attention from our primary business; |
• | substantial monetary awards to patients or other claimants; |
• | increased warnings on product labels or additional restrictions imposed by regulatory authorities; |
• | the recall of Oxbryta or our product candidates; |
• | the inability to commercialize Oxbryta or our product candidates; and |
• | decreased demand for Oxbryta or our product candidates, if approved for commercial sale. |
• | restrictions and obligations imposed by privacy regulations, such as provisions under the General Data Protection Regulation 2016/679, known as GDPR, applicable to the collection and use of personal health data in the European Union; |
• | multiple, conflicting, and changing laws and regulations such as tax laws, export and import restrictions, employment laws, regulatory requirements, and any requirements to obtain other governmental approvals, permits, and licenses; |
• | failure by us to obtain and maintain regulatory approvals for the sale or use of our products in various countries; |
• | additional potentially relevant third-party patent rights; |
• | complexities and difficulties in obtaining protection for and enforcing our intellectual property; |
• | difficulties in staffing and managing our current and potential foreign operations; |
• |
complexities associated with managing multiple payor reimbursement regimes, government payors, or patient
self-pay
systems;
|
• | limits in our ability to penetrate international markets; |
• | financial risks, such as longer payment cycles, difficulty collecting accounts receivable, the impact of local and regional financial crises on demand and payment for our products, and exposure to foreign currency exchange rate fluctuations; |
• | natural disasters, political and economic instability, including wars, terrorism, and political unrest, outbreak of disease, boycotts, curtailment of trade, and other business restrictions; |
• | certain expenses including, among others, expenses for travel, translation, and insurance; and |
• | regulatory and compliance risks that relate to maintaining accurate information and control over sales and activities that may fall within the purview of the FCPA, its books and records provisions, or its anti-bribery provisions. |
• | comply with EMA or FDA regulations or similar regulations of comparable foreign regulatory authorities; |
• | provide accurate information to the FDA or EMA or comparable foreign regulatory authorities; |
• | comply with cGMP regulations and manufacturing standards that we have established and comply with applicable healthcare fraud and abuse regulations in the jurisdictions in which we operate; |
• | report financial information or data accurately; or |
• | disclose unauthorized activities to us. |
• | failure to successfully develop and commercialize Oxbryta, inclacumab or any other product candidates, including results relating to our launch and commercialization of Oxbryta in the United States; |
• | adverse results or delays in, or the halting of, our nonclinical studies or clinical trials, especially in our ongoing or future clinical program for Oxbryta for the treatment of SCD; |
• | reports of adverse events from our commercialization or clinical trials of Oxbryta, or from clinical trials of any other product candidates that we may develop; |
• | any delay in the review of, or potential action with respect to, our planned filing of an IND or NDA for inclacumab or for any other product candidates that we may develop and any adverse development or perceived adverse development with respect to the FDA’s regulatory review of such filing; |
• | adverse regulatory decisions affecting Oxbryta, inclacumab or any other product candidates we may develop, including any delay in or denial of potential approval in accordance with our plans and expectations; |
• | inability to obtain additional funding; |
• | failure to prosecute, maintain or enforce our intellectual property rights; |
• | disputes or other developments relating to proprietary rights, including patents, litigation matters and our ability to obtain patent protection for our technologies; |
• | changes in laws or regulations applicable to Oxbryta or future products; |
• | inability to obtain adequate product supply for Oxbryta or our product candidates or the inability to do so at acceptable prices; |
• | introduction of new products, services or technologies by our competitors; |
• | failure to enter into or perform under strategic collaborations; |
• | failure to meet or exceed any financial projections that we or the investment community may provide; |
• | the perception of the pharmaceutical industry by the public, legislatures, regulators and the investment community; |
• | announcements of significant acquisitions, strategic partnerships, joint ventures or capital commitments by us or our competitors; |
• | additions or departures of key scientific or management personnel; |
• | significant lawsuits, including patent or stockholder litigation; |
• | changes in the market valuations of similar companies; |
• | sales of our common stock by us or our stockholders in the future; |
• | trading volume of our common stock; and |
• | the other risks described in this “Risk Factors” section. |
• | our ability to successfully commercialize Oxbryta or any of our product candidates, if approved, and the timing and costs of our commercialization activities; |
• | the timing and cost of, and level of investment in, research and development activities relating to Oxbryta and our product candidates, which may change from time to time; |
• | the timing and success or failure of clinical trials for Oxbryta and our product candidates or competing product candidates, or any other change in the competitive landscape of our industry, including consolidation among our competitors or partners; |
• | our ability to obtain and maintain full regulatory approval for Oxbryta in the United States and to obtain regulatory approval of Oxbryta outside of the United States as well as regulatory approval for our product candidates, and the timing and scope of any such approvals we may receive; |
• | the cost of manufacturing Oxbryta and our product candidates, which may vary depending on the quantity of production and the terms of our agreements with manufacturers; |
• | our ability to attract, hire, train and retain qualified personnel; |
• | expenditures that we will or may incur to acquire or develop additional product candidates and technologies; |
• | the level of demand for Oxbryta and our product candidates, if approved, which may vary significantly; |
• | future accounting pronouncements or changes in our accounting policies; |
• | the risk/benefit profile, cost and reimbursement policies with respect to Oxbryta and our products candidates, if approved, and existing and potential future drugs that compete with Oxbryta and our product candidates; |
• | whether Oxbryta or any of our product candidates are subject to any compliance-related challenges or sanctions, or any intellectual-property related challenges; and |
• |
the changing and volatile U.S., European and global economic environments, including economic volatility as a result of the
COVID-19
pandemic.
|
• | authorize “blank check” preferred stock, which could be issued by our board of directors without stockholder approval and may contain voting, liquidation, dividend and other rights superior to our common stock; |
• | create a classified board of directors whose members serve staggered three-year terms; |
• | specify that special meetings of our stockholders can be called only by our board of directors, the chairperson of our board of directors, our chief executive officer or our president; |
• | prohibit stockholder action by written consent; |
• | establish an advance notice procedure for stockholder approvals to be brought before an annual meeting of our stockholders, including proposed nominations of persons for election to our board of directors; |
• | provide that our directors may be removed only for cause; |
• | provide that vacancies on our board of directors may be filled only by a majority of directors then in office, even though less than a quorum; |
• | specify that no stockholder is permitted to cumulate votes at any election of directors; |
• | expressly authorize our board of directors to modify, alter or repeal our amended and restated bylaws; and |
• | require supermajority votes of the holders of our common stock to amend specified provisions of our amended and restated certificate of incorporation and amended and restated bylaws. |
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
a) |
Sales of Unregistered Securities
|
b) |
Use of Proceeds from our Initial Public Offering of Common Stock
|
c) |
Repurchases of Shares or of Company Equity Securities
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
Exhibit
Number
|
|
|
Incorporated by Reference
|
Filed
Herewith
|
|
|||||||||||||||
Exhibit Description
|
Form
|
|
Date
|
|
Number
|
|
||||||||||||||
3.1
|
S-1/A
|
7/31/2015
|
3.2
|
|
||||||||||||||||
3.2
|
S-1/A
|
7/31/2015
|
3.4
|
|
||||||||||||||||
4.1
|
S-1/A
|
7/31/2015
|
4.1
|
|
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10.1#
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8-K
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1/9/2020
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10.1
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10.2#
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8-K
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1/9/2020
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10.2
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10.3#
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S-8
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1/23/2020
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99.1
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10.4#
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S-8
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1/23/2020
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99.3
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10.5#
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—
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—
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—
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X
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10.6#
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—
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—
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—
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X
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31.1
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—
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—
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—
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X
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31.2
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—
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—
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—
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X
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||||||||||||||||
32.1*
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—
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—
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—
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X
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||||||||||||||||
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
|
—
|
—
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—
|
X
|
|||||||||||||||
101.PRE
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document
|
—
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—
|
—
|
X
|
|||||||||||||||
104
|
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101.)
|
—
|
—
|
—
|
X
|
* |
The certification attached as Exhibit 32.1 that accompanies this Quarterly Report on Form
10-Q
is not deemed filed with the SEC and is not to be incorporated by reference into any filing of Global Blood Therapeutics, 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 Form
10-Q,
irrespective of any general incorporation language contained in such filing.
|
# | Represents management compensation plan, contract or arrangement. |
|
|
Global Blood Therapeutics, Inc.
|
||||
Date: May 6, 2020
|
|
By:
|
/s/ Ted W. Love, M.D.
|
|||
|
|
|
Ted W. Love, M.D.
President and Chief Executive Officer
(Principal Executive Officer)
|
|||
Date: May 6, 2020
|
|
By:
|
/s/ Jeffrey Farrow
|
|||
|
|
|
Jeffrey Farrow
Chief Financial Officer
(Principal Financial Officer)
|
Exhibit 10.5
GLOBAL BLOOD THERAPEUTICS, INC.
AMENDED AND RESTATED 2015 EMPLOYEE STOCK PURCHASE PLAN
The purpose of the Global Blood Therapeutics, Inc. Amended and Restated 2015 Employee Stock Purchase Plan (the Plan) is to provide eligible employees of Global Blood Therapeutics, Inc. (the Company) and each Designated Subsidiary (as defined in Section 11) with opportunities to purchase shares of the Companys common stock, par value $0.001 per share (the Common Stock). 50,000 shares of Common Stock in the aggregate have been approved and reserved for this purpose, plus on January 1, 2016 and each January 1 thereafter until January 1, 2025, the number of shares of Common Stock reserved and available for issuance under the Plan shall be cumulatively increased by the lesser of (i) 3,000,000 shares of Common Stock, (ii) one percent (1%) of the number of shares of Common Stock issued and outstanding on the immediately preceding December 31 or (iii) such lesser number of shares of Common Stock as determined by the Administrator. The Plan is intended to constitute an employee stock purchase plan within the meaning of Section 423(b) of the Internal Revenue Code of 1986, as amended (the Code), and shall be interpreted in accordance with that intent.
1. Administration. The Plan will be administered by the person or persons (the Administrator) appointed by the Companys Board of Directors (the Board) for such purpose. The Administrator has authority at any time to: (i) adopt, alter and repeal such rules, guidelines and practices for the administration of the Plan and for its own acts and proceedings as it shall deem advisable; (ii) interpret the terms and provisions of the Plan; (iii) make all determinations it deems advisable for the administration of the Plan; (iv) decide all disputes arising in connection with the Plan; and (v) otherwise supervise the administration of the Plan. All interpretations and decisions of the Administrator shall be binding on all persons, including the Company and the Participants. No member of the Board or individual exercising administrative authority with respect to the Plan shall be liable for any action or determination made in good faith with respect to the Plan or any option granted hereunder.
2. Offerings. The Company will make one or more offerings to eligible employees to purchase Common Stock under the Plan (Offerings) consisting of one or more Purchase Periods. Unless otherwise determined by the Administrator, an Offering will be 24 months long and a separate Offering will (a) begin on the first trading day on or after each March 1 and end on the last trading day on or prior to the February 28 (or February 29, as applicable) that is two years later, and (b) begin on the first trading day on or after each September 1 and end on the last trading day on or prior to the August 31 that is two years later. The Administrator may, in its discretion, designate a different period for any Offering (which may be longer or shorter than 24 months), provided that no Offering shall exceed 27 months in duration. Unless the Administrator otherwise determines, each Offering will be divided into four equal six-month Purchase Periods. Furthermore, unless as otherwise determined by the Administrator, Participants will only be permitted to participate in one Offering at a time. Unless the Administrator, in its sole discretion, chooses otherwise prior to an Offering Date, and to the extent an Offering has more than one Purchase Period and to the extent permitted by applicable law, if the Fair Market Value of the Common Stock on any Exercise Date in an Offering is lower than the Fair Market Value of the Common Stock on the Offering Date, then all participants in such Offering automatically will be withdrawn from such Offering immediately after the exercise of their option on such Exercise Date and automatically re-enrolled in the immediately following Offering as of the first day thereof and the preceding Offering will terminate.
1
3. Eligibility. All individuals classified as employees on the payroll records of the Company and each Designated Subsidiary are eligible to participate in any one or more of the Offerings under the Plan (provided, that the Participant is not permitted to participate in multiple Offerings at the same time, unless otherwise determined by the Administrator), provided that as of the first day of the applicable Offering (the Offering Date) they are customarily employed by the Company or a Designated Subsidiary for more than 20 hours a week. Notwithstanding any other provision herein, individuals who are not contemporaneously classified as employees of the Company or a Designated Subsidiary for purposes of the Companys or applicable Designated Subsidiarys payroll system are not considered to be eligible employees of the Company or any Designated Subsidiary and shall not be eligible to participate in the Plan. In the event any such individuals are reclassified as employees of the Company or a Designated Subsidiary for any purpose, including, without limitation, common law or statutory employees, by any action of any third party, including, without limitation, any government agency, or as a result of any private lawsuit, action or administrative proceeding, such individuals shall, notwithstanding such reclassification, remain ineligible for participation. Notwithstanding the foregoing, the exclusive means for individuals who are not contemporaneously classified as employees of the Company or a Designated Subsidiary on the Companys or Designated Subsidiarys payroll system to become eligible to participate in this Plan is through an amendment to this Plan, duly executed by the Company, which specifically renders such individuals eligible to participate herein.
4. Participation.
(a) Participants in Offerings. An eligible employee who is not a Participant on any Offering Date may participate in such Offering by submitting an enrollment form to his or her appropriate payroll location at least one business day before the Offering Date (or by such other deadline as shall be established by the Administrator for the Offering).
(b) Enrollment. The enrollment form will (i) state a whole percentage to be deducted from an eligible employees Compensation (as defined in Section 11) per pay period, (ii) authorize the purchase of Common Stock in each Offering in accordance with the terms of the Plan and (iii) specify the exact name or names in which shares of Common Stock purchased for such individual are to be issued pursuant to Section 10. An employee who does not enroll in accordance with these procedures will be deemed to have waived the right to participate. Unless a Participant files a new enrollment form or withdraws from the Plan, such Participants deductions and purchases will continue at the same percentage of Compensation for future Offerings, provided he or she remains eligible.
(c) Notwithstanding the foregoing, participation in the Plan will neither be permitted nor be denied contrary to the requirements of the Code.
2
5. Employee Contributions. Each eligible employee may authorize payroll deductions at a minimum of one percent (1%) up to a maximum of fifteen percent (15%) of such employees Compensation for each pay period. The Company will maintain book accounts showing the amount of payroll deductions made by each Participant for each Offering. No interest will accrue or be paid on payroll deductions.
6. Deduction Changes. Except as may be determined by the Administrator in advance of an Offering, a Participant may not increase his or her payroll deduction during any Purchase Period, but may increase his or her payroll deductions with respect to the next Purchase Period (subject to the limitations of Section 5) by filing a new enrollment form at least one business day before the next Purchase Period (or by such other deadline as shall be established by the Administrator for the Offering). Except as may be determined by the Administrator in advance of an Offering, a Participant may decrease his or her payroll deduction during a Purchase Period (subject to the limitations of Section 5) by filing a new enrollment form at least one business day before the next payroll period for which such election is to be effective (or by such other deadline as shall be established by the Administrator for the Offering). A Participant may also increase or decrease his or her payroll deduction with respect to the next Offering (subject to the limitations of Section 5) by filing a new enrollment form at least one business day before the next Offering Date (or by such other deadline as shall be established by the Administrator for the Offering). The Administrator may, in advance of any Offering, change or establish other rules with respect to a Participants ability to increase, decrease or terminate his or her payroll deduction during an Offering.
7. Withdrawal. A Participant may withdraw from participation in the Plan by delivering a written notice of withdrawal to his or her appropriate payroll location. The Participants withdrawal will be effective as of the next business day. Following a Participants withdrawal, the Company will promptly refund such individuals entire account balance under the Plan to him or her (after payment for any Common Stock purchased before the effective date of withdrawal). Partial withdrawals are not permitted. Such an employee may not begin participation again during the remainder of the Offering, but may enroll in a subsequent Offering in accordance with Section 4.
8. Grant of Options. On each Offering Date, the Company will grant to each eligible employee who is then a Participant in the Plan an option (Option) to purchase on the last day of a Purchase Period (an Exercise Date), at the Option Price (as defined herein) for, the lowest of (a) a number of shares of Common Stock determined by dividing such Participants accumulated payroll deductions on such Exercise Date by the Option Price (as defined herein), (b) two thousand five hundred (2,500) shares; or (c) such other lesser maximum number of shares as shall have been established by the Administrator in advance of the Offering; provided, however, that such Option shall be subject to the limitations set forth below. Each Participants Option shall be exercisable only to the extent of such Participants accumulated payroll deductions on the Exercise Date. The purchase price for each share purchased under each Option (the Option Price) will be eighty-five percent (85%) of the Fair Market Value of the Common Stock on the Offering Date or the Exercise Date, whichever is less.
3
Notwithstanding the foregoing, no Participant may be granted an Option hereunder if such Participant, immediately after the Option was granted, would be treated as owning stock possessing five percent (5%) or more of the total combined voting power or value of all classes of stock of the Company or any Parent or Subsidiary (as defined in Section 11). For purposes of the preceding sentence, the attribution rules of Section 424(d) of the Code shall apply in determining the stock ownership of a Participant, and all stock which the Participant has a contractual right to purchase shall be treated as stock owned by the Participant. In addition, no Participant may be granted an Option which permits his or her rights to purchase stock under the Plan, and any other employee stock purchase plan of the Company and its Parents and Subsidiaries, to accrue at a rate which exceeds $25,000 of the Fair Market Value of such stock (determined on the Option grant date or dates) for each calendar year in which the Option is outstanding at any time. The purpose of the limitation in the preceding sentence is to comply with Section 423(b)(8) of the Code and shall be applied taking Options into account in the order in which they were granted.
9. Exercise of Option and Purchase of Shares. Each employee who continues to be a Participant in the Plan on an Exercise Date shall be deemed to have exercised his or her Option on such date and shall acquire from the Company such number of whole shares of Common Stock reserved for the purpose of the Plan as his or her accumulated payroll deductions on such date will purchase at the Option Price, subject to any other limitations contained in the Plan. Any amount remaining in a Participants account after the purchase of shares on an Exercise Date of an Offering solely by reason of the inability to purchase a fractional share will be carried forward to the next Purchase Period and, if such Exercise Date is the final Exercise Date of an Offering, will be carried forward to the next Offering; any other balance remaining in a Participants account at the end of an Offering will be refunded to the Participant promptly.
If a Participant has more than one Option outstanding under the Plan, unless he or she otherwise indicates in agreements or notices delivered hereunder: (i) each agreement or notice delivered by that Participant shall be deemed to apply to all of his or her Options under the Plan, and (ii) an Option with a lower Option Price (or an earlier granted Option, if different Options have identical Option Prices) shall be exercised to the fullest possible extent before an Option with a higher Option Price (or a later granted Option if different Options have identical Option Prices) shall be exercised.
10. Issuance of Certificates. Certificates, or book entries for uncertificated shares, representing shares of Common Stock purchased under the Plan may be issued only in the name of the employee, in the name of the employee and another person of legal age as joint tenants with rights of survivorship, or in the name of a broker authorized by the employee to be his, her or their, nominee for such purpose.
11. Definitions.
The term Compensation means the amount of base pay, prior to salary reduction pursuant to Sections 125, 132(f) or 401(k) of the Code, but excluding overtime, commissions, incentive or bonus awards, allowances and reimbursements for expenses such as relocation allowances or travel expenses, income or gains on the exercise of Company stock options, and similar items.
4
The term Designated Subsidiary means any present or future Subsidiary (as defined below) that has been designated by the Board to participate in the Plan. The Board may so designate any Subsidiary, or revoke any such designation, at any time and from time to time, either before or after the Plan is approved by the stockholders. The current list of Designated Subsidiaries is attached hereto as Appendix A.
The term Fair Market Value of the Common Stock on any given date means the fair market value of the Common Stock determined in good faith by the Administrator; provided, however, that if the Common Stock is admitted to quotation on the NASDAQ Capital Market, the NASDAQ Global Market, the NASDAQ Global Select Market or another national securities exchange, the determination shall be made by reference to the closing price on such date. If there is no closing price for such date, the determination shall be made by reference to the last date preceding such date for which there is a closing price.
The term Parent means a parent corporation with respect to the Company, as defined in Section 424(e) of the Code.
The term Participant means an individual who is eligible as determined in Section 3 and who has complied with the provisions of Section 4.
The term Purchase Period means a period of time within an Offering, as may be specified by the Administrator in accordance with Section 2, generally beginning on the Offering Date or the next day following an Exercise Date within an Offering, and ending on an Exercise Date. An Offering may consist of one or more Purchase Periods.
The term Subsidiary means a subsidiary corporation with respect to the Company, as defined in Section 424(f) of the Code.
12. Rights on Termination of Employment. If a Participants employment terminates for any reason before the Exercise Date for any Offering, no payroll deduction will be taken from any pay due and owing to the Participant and the balance in the Participants account will be paid to such Participant or, in the case of such Participants death, to his or her designated beneficiary as if such Participant had withdrawn from the Plan under Section 7. An employee will be deemed to have terminated employment, for this purpose, if the corporation that employs him or her, having been a Designated Subsidiary, ceases to be a Subsidiary, or if the employee is transferred to any corporation other than the Company or a Designated Subsidiary. An employee will not be deemed to have terminated employment for this purpose, if the employee is on an approved leave of absence for military service or sickness or for any other purpose approved by the Company, if the employees right to reemployment is guaranteed either by a statute or by contract or under the policy pursuant to which the leave of absence was granted or if the Administrator otherwise provides in writing.
13. Special Rules. Notwithstanding anything herein to the contrary, the Administrator may adopt special rules applicable to the employees of a particular Designated Subsidiary, whenever the Administrator determines that such rules are necessary or appropriate for the implementation of the Plan in a jurisdiction where such Designated Subsidiary has employees; provided that such rules are consistent with the requirements of Section 423(b) of the Code. Any special rules established pursuant to this Section 13 shall, to the extent possible, result in the employees subject to such rules having substantially the same rights as other Participants in the Plan.
5
14. Optionees Not Stockholders. Neither the granting of an Option to a Participant nor the deductions from his or her pay shall constitute such Participant a holder of the shares of Common Stock covered by an Option under the Plan until such shares have been purchased by and issued to him or her.
15. Rights Not Transferable. Rights under the Plan are not transferable by a Participant other than by will or the laws of descent and distribution, and are exercisable during the Participants lifetime only by the Participant.
16. Application of Funds. All funds received or held by the Company under the Plan may be combined with other corporate funds and may be used for any corporate purpose.
17. Adjustment in Case of Changes Affecting Common Stock. In the event of a subdivision of outstanding shares of Common Stock, the payment of a dividend in Common Stock or any other change affecting the Common Stock, the number of shares approved for the Plan and the share limitation set forth in Section 8 shall be equitably or proportionately adjusted to give proper effect to such event.
18. Amendment of the Plan. The Board may at any time and from time to time amend the Plan in any respect, except that without the approval within 12 months of such Board action by the stockholders, no amendment shall be made increasing the number of shares approved for the Plan or making any other change that would require stockholder approval in order for the Plan, as amended, to qualify as an employee stock purchase plan under Section 423(b) of the Code.
19. Insufficient Shares. If the total number of shares of Common Stock that would otherwise be purchased on any Exercise Date plus the number of shares purchased under previous Offerings under the Plan exceeds the maximum number of shares issuable under the Plan, the shares then available shall be apportioned among Participants in proportion to the amount of payroll deductions accumulated on behalf of each Participant that would otherwise be used to purchase Common Stock on such Exercise Date.
20. Termination of the Plan. The Plan may be terminated at any time by the Board. Upon termination of the Plan, all amounts in the accounts of Participants shall be promptly refunded.
21. Governmental Regulations. The Companys obligation to sell and deliver Common Stock under the Plan is subject to obtaining all governmental approvals required in connection with the authorization, issuance, or sale of such stock.
22. Governing Law. This Plan and all Options and actions taken thereunder shall be governed by, and construed in accordance with, the laws of the State of Delaware, applied without regard to conflict of law principles.
6
23. Issuance of Shares. Shares may be issued upon exercise of an Option from authorized but unissued Common Stock, from shares held in the treasury of the Company, or from any other proper source.
24. Tax Withholding. Participation in the Plan is subject to any minimum required tax withholding on income of the Participant in connection with the Plan. Each Participant agrees, by entering the Plan, that the Company and its Subsidiaries shall have the right to deduct any such taxes from any payment of any kind otherwise due to the Participant, including shares issuable under the Plan.
25. Notification Upon Sale of Shares. Each Participant agrees, by entering the Plan, to give the Company prompt notice of any disposition of shares purchased under the Plan where such disposition occurs within two years after the date of grant of the Option pursuant to which such shares were purchased or within one year after the date such shares were purchased.
26. Effective Date. The Amended and Restated 2015 Employee Stock Purchase Plan shall become effective as of as of the date of approval by the Board.
DATE APPROVED BY BOARD OF DIRECTORS: July 23, 2015
DATE APPROVED BY STOCKHOLDERS: July 27, 2015
DATE AMENDED AND RESTATED AND APPROVED BY BOARD OF DIRECTORS: March 24, 2020
7
APPENDIX A
Designated Subsidiaries
None.
8
Exhibit 10.6
GLOBAL BLOOD THERAPEUTICS, INC.
NON-EMPLOYEE DIRECTOR COMPENSATION POLICY
The purpose of this Non-Employee Director Compensation Policy (the Policy) of Global Blood Therapeutics, Inc., a Delaware corporation (the Company), is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company. In furtherance of this purpose, effective as of March 24, 2020 (the Effective Date), all non-employee directors shall be paid compensation for services provided to the Company as set forth below:
Cash Retainers
Annual Retainer for Board Membership: $45,000 for general availability and participation in meetings and conference calls of our Board of Directors (the Board). Additional $25,000 for service as lead independent director or non-executive Chairperson of the Board. No additional compensation for attending individual Board meetings.
Additional Annual Retainers for Committee Membership and Service as Chairperson:
Audit Committee Chairperson: |
$ | 20,000 | ||
Audit Committee member: |
$ | 10,000 | ||
Compensation Committee Chairperson: |
$ | 15,000 | ||
Compensation Committee member: |
$ | 7,500 | ||
Nominating and Corporate Governance Committee Chairperson: |
$ | 10,000 | ||
Nominating and Corporate Governance Committee member: |
$ | 5,000 | ||
Commercial Committee Chairperson: |
$ | 15,000 | ||
Commercial Committee member: |
$ | 7,500 | ||
Research and Development Committee Chairperson: |
$ | 15,000 | ||
Research and Development Committee member: |
$ | 7,500 |
No additional compensation for attending individual committee meetings.
All cash retainers will be paid quarterly, in arrears, or upon the earlier resignation or removal of the non-employee director. Cash retainers owing to non-employee directors shall be annualized, meaning that with respect to non-employee directors who join the Board during the calendar year, such amounts shall be pro-rated based on the number of calendar days served by such director.
Equity Retainers
All grants of equity retainer awards to non-employee directors pursuant to this Policy will be automatic and nondiscretionary and will be made in accordance with the following provisions:
(a) Value. For purposes of this Policy, Value means with respect to (i) any award of stock options the grant date fair value of the option (i.e., Black-Scholes Value) determined in accordance with the reasonable assumptions and methodologies employed by the Company for calculating the fair value of options under ASC 718; and (ii) any award of restricted stock and restricted stock units the product of (A) the average closing market price on The NASDAQ Global Select Market (or such other market on which the Companys common stock, par value $0.001 per share (Common Stock) is then principally listed) of one share of Common Stock over the 60-day period preceding March 17th, and (B) the aggregate number of shares pursuant to such award.
(b) Revisions. The Compensation Committee of the Board (the Compensation Committee) in its discretion may change and otherwise revise the terms of awards to be granted under this Policy, including, without limitation, the number of shares subject thereto, for awards of the same or different type granted on or after the date the Compensation Committee determines to make any such change or revision.
(c) Initial Equity Grants: One-time equity grants to each new non-employee director upon his/her election to the Board after the Effective Date of (i) an option to purchase shares of Common Stock, with a Value of $415,000, an exercise price per share equal to the closing price of a share of Common Stock on the date of grant and a term of ten years, provided that the maximum number of shares of Common Stock subject to each such option shall be 11,200 shares and (ii) a grant of restricted stock units with a Value of $415,000, provided that the maximum number of shares of Common Stock subject to each such grant of restricted stock units shall be 7,200 shares. Such initial option grant shall vest in equal monthly installments during the 36 months following the date upon which the director is first elected to the Board and such initial restricted stock unit grant shall vest in equal annual installments during the three years following the date upon which the director is first elected to the Board, in each case subject to the directors continued service on the Board through each applicable vesting date unless the Board determines that the circumstances warrant continuation of vesting.
(d) On the date of each Annual Meeting of Stockholders: Annual equity grants to each non-employee director serving on the Board immediately following the Companys annual meeting of stockholders consisting of (i) an option to purchase shares of Common Stock, with a Value of $207,500, an exercise price per share equal to the closing price of a share of Common Stock on the date of grant and a term of ten years, provided that the maximum number of shares of Common Stock subject to each such option shall be 5,600 shares and (ii) restricted stock units with a Value of $207,500, provided that the maximum number of shares of Common Stock subject to each such grant of restricted stock units shall be 3,600 shares. Such annual option grant shall vest 1/12th on each month following the grant date on the same day of the month as the grant date (and if there is no corresponding day, on the last day of the applicable month) for 11 months and the remaining 1/12th on the earlier of (A) the one-year anniversary of the grant date or (B) the Companys next annual meeting of stockholders, and such annual restricted stock unit grant shall vest on the earlier of (1) the one-year anniversary of the grant date or (2) the Companys next
2
annual meeting of stockholders, in each case subject to the directors continued service on the Board through each applicable vesting date unless the Board determines that the circumstances warrant continuation of vesting. If a new non-employee director joins our Board on a date other than the date of the Companys annual meeting of stockholders, then such non-employee director will be granted a pro-rata portion of the annual equity grants based on the time between such non-employee directors appointment and the Companys next annual meeting of stockholders, on the first eligible grant date following such non-employee directors appointment to our Board.
(e) Additional Equity Grants: In addition to the foregoing, non-employee directors may also be granted such additional stock options or restricted stock units in such amounts and on such dates as the Board may recommend.
(f) Sale Event Acceleration. Upon the consummation of a Sale Event (as defined in the Companys 2015 Stock Option and Incentive Plan, as may be amended, restated or otherwise modified from time to time), the vesting of all outstanding unvested stock options and restricted stock units granted to each non-employee director under this Policy shall accelerate in full.
(g) General. The form of option agreement will give directors up to one year following cessation of service as a director to exercise the options (to the extent vested at the date of such cessation), provided that the director has not been removed for cause. All of the foregoing option grants will have an exercise price equal to the fair market value of a share of Common Stock on the date of grant.
Expenses
The Company shall reimburse all reasonable out-of-pocket expenses incurred by non-employee directors in attending Board and committee meetings.
Amended and Restated Version Approved by the Board of Directors on September 8, 2016.
Amended: December 19, 2018.
Amended and Restated Version Approved by the Board of Directors on June 3, 2019.
Amended and Restated Version Approved by the Board of Directors on March 24, 2020.
3
Exhibit 31.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO RULES 13a-14(a) AND 15d-14(a) OF THE SECURITIES EXCHANGE ACT, AS ADOPTED
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Ted W. Love, certify that:
1. |
I have reviewed this Quarterly Report on Form 10-Q of Global Blood Therapeutics, Inc.; |
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. |
The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have: |
a) |
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) |
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) |
evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) |
disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. |
The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
a) |
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
b) |
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: May 6, 2020 |
/s/ Ted W. Love, M.D. |
Ted W. Love, M.D. President and Chief Executive Officer (Principal Executive Officer) |
Exhibit 31.2
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO RULES 13a-14(a) AND 15d-14(a) OF THE SECURITIES EXCHANGE ACT, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Jeffrey Farrow, certify that:
1. |
I have reviewed this Quarterly Report on Form 10-Q of Global Blood Therapeutics, Inc.; |
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. |
The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have: |
a) |
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) |
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) |
evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) |
disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. |
The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
a) |
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and |
b) |
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: May 6, 2020 |
/s/ Jeffrey Farrow |
Jeffrey Farrow Chief Financial Officer (Principal Financial Officer) |
Exhibit 32.1
GLOBAL BLOOD THERAPEUTICS, INC.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Global Blood Therapeutics, Inc. (the Company) on Form 10-Q for the quarter ended March 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Ted W. Love, President and Chief Executive Officer of the Company, and Jeffrey Farrow, Chief Financial Officer, do each hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
1. |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
2. |
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
/s/ Ted W. Love, M.D. |
Ted W. Love, M.D.
President and Chief Executive Officer
(Principal Executive Officer) |
May 6, 2020 |
/s/ Jeffrey Farrow |
Jeffrey Farrow
Chief Financial
Officer
(Principal Financial Officer) |
May 6, 2020
This certification accompanies the Form 10-Q to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Global Blood Therapeutics, 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 the Form 10-Q), irrespective of any general incorporation language contained in such filing.