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Rule 10b5-1 Trading Plans
−Removed: During the fiscal quarter ended March 31, 2024, none of our directors or executive officers adopted , modified or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “ non-Rule 10b5-1 trading arrangement ” as defined in Item 408(c) of Regulation S-K.
+Added: During the fiscal quarter ended June 30, 2024, none of our directors or executive officers adopted , modified or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “ non-Rule 10b5-1 trading arrangement ” as defined in Item 408(c) of Regulation S-K.
+Added: Aarvik Amendment
+Added: As previously reported in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “2023 Annual Report”), on December 21, 2021, we entered into a Research Collaboration Agreement, as amended effective June 30, 2023 (the “Aarvik Collaboration”), with Aarvik Therapeutics, Inc.
+Added: (“Aarvik”), pursuant to which we and Aarvik agreed to collaborate on the discovery and characterization of novel antibody drug conjugates (ADCs) with a goal to identify ADCs that may be suitable for further development by us in accordance with the applicable statements of work (each a “SOW”, and collectively, the “SOWs”) until the completion of all activities in accordance with the applicable SOWs (collectively, the “Aarvik Collaboration Agreement”).
+Added: On August 9, 2024, we entered into an amendment and restatement of the Aarvik Collaboration (the “Amended and Restated Aarvik Collaboration Agreement”).
+Added: Under the Amended and Restated Aarvik Collaboration Agreement, Aarvik has granted us an exclusive option (the “Option”) to obtain exclusive rights to certain of Aarvik’s intellectual property for the research, development, manufacture, use, commercialization, or other exploitation of the ADCs related to (i) the two agreed targets to which the compounds being developed under the Aarvik Collaboration bind, which we refer to as the Target Pair, and (ii) to acquire exclusive rights to certain intellectual property generated during the Aarvik Collaboration.
+Added: We have not yet selected the indication or indications that we would pursue in the collaboration and anticipate doing so in connection with the identification of a lead candidate for IND-enabling studies.
+Added: Under the Aarvik Collaboration Agreement, we are now required to pay Aarvik a collaboration execution fee and research fees as provided in the SOWs in an aggregate of up to $4.7 million (based on estimated research fees).
+Added: Other than the preceding disclosure, no other disclosure reported in the Annual Report under the section titled “Item 1.
+Added: Business – Licenses, Partnerships and Collaborations – Aarvik Research Collaboration Agreement” is amended hereby.
+Added: The foregoing description of the Amended and Restated Aarvik Collaboration Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Aarvik Collaboration Agreement, a copy of which will be filed with our Quarterly Report on Form 10-Q for the quarter ending September 30, 2024.
Description of Exhibit
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001-41929) filed with the SEC on January 30, 2024).
−Removed: 2021 Employee, Director and Consultant Equity Incentive Plan, as amended and form of stock option agreement thereunder (incorporated by reference to Exhibit 10.2 of the Registrant’s Registration Statement on Form S-1 (File No.
−Removed: 333-276397) filed on January 5, 2024)
−Removed: 2024 Employee, Director and Consultant Equity Incentive Plan, form of stock option agreement and form of restricted stock agreement thereunder (incorporated by reference to Exhibit 10.3 of the Registrant’s Registration Statement on Form S-1/A (File No.
−Removed: 333-276397) filed on January 22, 2024).
−Removed: Non-Employee Director Compensation Policy (incorporated by reference to Exhibit 10.5 of the Registrant’s Registration Statement on Form S-1 (File No.
−Removed: 333-276397) filed on January 5, 2024).
−Removed: Offer Letter Agreement, by and between the Registrant and Winston Kung, MBA, dated January 3, 2024 (incorporated by reference to Exhibit 10.11 of the Registrant’s Registration Statement on Form S-1 (File No.
−Removed: 333-276397) filed on January 5, 2024).
+Added: Research and Collaboration Agreement Between Jiangsu Alphamab Biopharmaceuticals Co., Ltd and Arrivent Biopharma, Inc.
Certification of Chief Executive Officer Pursuant to Rule 13a-15(e) or Rule 15d-15(e) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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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.
−Removed: Denotes management compensation plan or contract.
+Added: Certain confidential portions of this Exhibit were omitted by means of marking such portions with brackets (“[***]”) because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed.
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.
ARRIVENT BIOPHARMA, INC.
+Added: August 14, 2024
/s/ Zhengbin (Bing) Yao, Ph.D.
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(principal executive officer)
+Added: August 14, 2024
/s/ Winston Kung, MBA
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.