Other Information.
−Removed: (a) On May 10, 2020, we entered into the Fourth Amendment to Loan and Security Agreement with Oxford and SVB, to amend the Loan and Security Agreement dated as of November 30, 2018, as amended on June 13, 2019, February 28, 2020 and March 4, 2020, by and among us and the Lenders (as further amended by the Fourth Amendment, the “Loan Agreement”).
−Removed: The Fourth Amendment, among other things, modified the structure of the financial covenant to require that we comply with either (i) the existing trailing three-month revenue covenant or (ii) a new liquidity ratio covenant, as of each quarterly measurement date.
−Removed: The liquidity ratio covenant requires a minimum ratio of 2.00 to 1.00 of (i) our unrestricted cash and cash equivalents (as defined in the Loan Agreement) held at SVB or its affiliates and (ii) our outstanding obligations under the 2018 LSA.
−Removed: The foregoing description of the Fourth Amendment is not complete and is qualified in its entirety by reference to the full text of such agreement, a copy of which will be filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
−Removed: Exhibit Number
−Removed: Description of document
+Added: Exhibit Number Description of document
3.1 Amended and Restated Certificate of Incorporation of the Registrant, incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on July 29, 2019.
3.2 Amended and Restated Bylaws of the Registrant, incorporated by reference to Exhibit 3.2 of the Registrant’s Current Report on Form 8-K filed with the SEC on July 29, 2019.
−Removed: Description of securities registered under Section 12 of the Exchange Act, incorporated by reference to Exhibit 4.1 of the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on March 10, 2020.
4.1 Form of Common Stock Certificate of the Registrant, incorporated by reference to Exhibit 4.1 of the Registrant’s Registration Statement on Form S-1 (File No.
2 unchanged sentences
333-232369), as amended, originally filed with the SEC on June 26, 2019.
−Removed: Form of warrant to purchase Series E-1 redeemable convertible preferred stock issued to investors, incorporated by reference to Exhibit 4.3 of the Registrant’s Registration Statement on Form S-1 (File No.
−Removed: 333-232369), as amended, originally filed with the SEC on June 26, 2019.
−Removed: Form of warrant to purchase Series E-2 redeemable convertible preferred stock issued to Silicon Valley Bank on December 31, 2014, incorporated by reference to Exhibit 4.4 of the Registrant’s Registration Statement on Form S-1 (File No.
−Removed: 333-232369), as amended, originally filed with the SEC on June 26, 2019.
−Removed: Exhibit Number
−Removed: Description of document
−Removed: Form of warrant to purchase Series F redeemable convertible preferred stock issued to Silicon Valley Bank on February 22, 2016, incorporated by reference to Exhibit 4.5 of the Registrant’s Registration Statement on Form S-1 (File No.
−Removed: 333-232369), as amended, originally filed with the SEC on June 26, 2019.
+Added: Exhibit Number Description of document
4.3 Form of warrant to purchase Series F redeemable convertible preferred stock issued to Oxford Finance LLC and Silicon Valley Bank on March 31, 2017, incorporated by reference to Exhibit 4.6 of the Registrant’s Registration Statement on Form S-1 (File No.
2 unchanged sentences
333-232369), as amended, originally filed with the SEC on June 26, 2019.
−Removed: Form of warrant to purchase Series F redeemable convertible preferred stock issued to investors, incorporated by reference to Exhibit 4.8 of the Registrant’s Registration Statement on Form S-1 (File No.
−Removed: 333-232369), as amended, originally filed with the SEC on June 26, 2019.
4.5 Warrant to purchase common stock issued to SH Castle Biosciences, LLC on July 12, 2019, incorporated by reference to Exhibit 4.9 of the Registrant’s Registration Statement on Form S-1 (File No.
333-232369), as amended, originally filed with the SEC on June 26, 2019.
−Removed: Waiver and Second Amendment to Loan and Security Agreement, dated February 28, 2020, to Loan and Security Agreement, dated June 13, 2019, by and among the Registrant, Oxford Finance LLC and Silicon Valley Bank.
−Removed: Third Amendment to Loan and Security Agreement, dated March 4, 2020, to Loan and Security Agreement, dated June 13, 2019, by and among the Registrant, Oxford Finance LLC and Silicon Valley Bank.
−Removed: Non-Employee Director Compensation Policy, as amended effective April 1, 2020.
+Added: 10.1# Fourth Amendment to Loan and Security Agreement, dated May 10, 2020, to Loan and Security Agreement, dated November 30, 2018, by and among the Registrant, Oxford Finance LLC and Silicon Valley Bank, incorporated by reference to Exhibit 10.24 of the Registrant’s Registration Statement on Form S-1 (File No.
+Added: 333-239354) filed with the SEC on June 22, 2020.
+Added: 10.2+ Separation Agreement dated May 29, 2020, by and between the Registrant and Federico A.
+Added: Monzon, M.D., incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on June 2, 2020.
+Added: 10.3+ Master Services Agreement dated May 29, 2020, by and between the Registrant and Genomic Path LLC., incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed with the SEC on June 2, 2020.
31.1* Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act.
4 unchanged sentences
Section 1350.
−Removed: XBRL Instance Document.
−Removed: XBRL Taxonomy Extension Schema Document.
−Removed: XBRL Taxonomy Extension Calculation Linkbase Document.
−Removed: XBRL Taxonomy Extension Definition Linkbase Document.
−Removed: XBRL Taxonomy Extension Label Linkbase Document.
−Removed: XBRL Taxonomy Extension Presentation Linkbase Document.
+Added: 101.INS* Inline XBRL Instance Document—the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document.
+Added: 101.SCH* Inline XBRL Taxonomy Extension Schema.
+Added: 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase.
+Added: 101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase.
+Added: 101.LAB* Inline XBRL Taxonomy Extension Label Linkbase.
+Added: 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase.
+Added: 104* Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101).
_____________________________________
5 unchanged sentences
CASTLE BIOSCIENCES, INC.
+Added: August 10, 2020 By:
President and Chief Executive Officer
(Principal Executive Officer)
+Added: August 10, 2020 By:
/s/ Frank Stokes
2 unchanged sentences
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.