Item 5. Other Information
Item 5. Other Information
(a) None.
(b) None.
(c) None .
62
Item 6. Exhibits
The following documents are filed as exhibits hereto:
Exhibit Number Exhibit Description Incorporated by Reference Filed Herewith
Form Date Number
2.1 Separation and Distribution Agreement, dated June 21, 2024, between Illumina, Inc. and GRAIL, Inc.
8-K 6/24/24 2.1
3.1 Certificate of Incorporation of GRAIL, Inc. , dated June 21, 2024
S-8 6/21/24 3.1
3.2 Amended and Restated Bylaws of GRAIL, Inc. , dated June 21, 2024
S-8 6/21/24 4.2
3.3 Certificate of Conversion
8-K 6/24/24 3.3
4.1
F orm o f P re -F unded W arrant t o P urchase C ommon S tock
8-K
10/20/25
4.1
10.1
Lease, dated September 11, 2025, by and between GRAIL, Inc. and Sunnyvale Office Acquisition, LLC
8-K
9/18/25
10.1
10.2^
Stock Purchase Agreement, dated as of October 16, 2025, by and among GRAIL, Inc., Samsung C&T Corporation, Samsung Electronics Singapore Pte., Ltd. and Samsung Electronics Co., Ltd.
8-K
10/16/25
10.1
10.3†
Securities Purchase Agreement, dated as of October 18, 2025, by and among GRAIL, Inc. and the Investors named therein
8-K
10/20/25
10.1
10.4†
Registration Rights Agreement, dated as of October 18, 2025, by and among GRAIL, Inc. and the Investors named therein
8-K
10/20/25
10.2
31.1 Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*
31.2 Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*
32.1+ Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
**
32.2+ Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
**
101.INS Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document ***
101.SCH Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents ***
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
***
101.DEF
Inline XBRL Extension Definition Linkbase Document
***
101.LAB
Inline XBRL Taxonomy Label Linkbase Document
***
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document ***
104 Cover Page Interactive Data File (embedded within the Inline XBRL document) ***
_________
^ Certain portions of this exhibit have been omitted as the Company has determined that the omitted information is (i) not material and (ii) the type of information that the Company customarily and actually treats as private or confidential.
† Exhibits and/or schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish supplementally copies of any of the omitted exhibits and schedules upon
63
request by the Securities and Exchange Commission; provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, for any exhibits or schedules so furnished.
+ This certification accompanies the Quarterly Report on Form 10-Q pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed "filed" by the Registrant for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
* Filed herewith
** Furnished herewith
*** Submitted electronically herewith
64
SIGNATURES
Pursuant to the requirements 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.
GRAIL, Inc.
Date:
November 13, 2025 By:
/s/ Robert Ragusa
Robert Ragusa
Chief Executive Officer
(Principal Executive Officer)
Date: November 13, 2025 By:
/s/ Aaron Freidin
Aaron Freidin
Chief Financial Officer
(Principal Financial Officer)
65
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.