Item 5. Other Information
Item 5. Other Information.
(a) None .
(b) None .
(c) On May 14, 2026 , Kumar Budur , Chief Medical and Scientific Officer of the Company, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of (i) up to 61,406 shares of the Company’s common stock related to the to the exercise of options, (ii) up to 9,995 shares of the Company’s common stock related to the vesting of restricted stock units previously granted, and (iii) up to 1,005 shares of the Company’s common stock related the Company’s employee stock purchase plan, beginning on August 13, 2026, and continuing until June 30, 2027. On June 5, 2026 , this plan entered into on May 14, 2026 , was subsequently terminated and Kumar Budur adopted a new Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of (i) up to 61,406 shares of the Company’s common stock related to the to the exercise of options, (ii) up to 9,995 shares of the Company’s common stock related to the vesting of restricted stock units previously granted, and (iii) up to 1,005 shares of the Company’s common stock related the Company’s employee stock purchase plan, beginning on September 4, 2026, and continuing until June 30, 2027 .
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Item 6. Exhibits.
Exhibit
Incorporated by Reference
No.
Exhibit Description
Form
Date
Number
2.1+
Agreement and Plan of Merger, dated August 14, 2023, by and among Harmony Biosciences Holdings, Inc., Xylophone Acquisition Corp. and Zynerba Pharmaceuticals, Inc.
8-K/A
September 14, 2023
2.1
3.1
Amended and Restated Certificate of Incorporation of Harmony Biosciences Holdings, Inc.
8-K
August 21, 2020
3.1
3.2
Amended and Restated Bylaws.
8-K
August 21, 2020
3.2
10.1#
Executive Employment Agreement between Harmony Biosciences Management, Inc. and Peter Anastasiou, dated April 2, 2026.
8-K
April 2, 2026
10.1
10.2#
Separation Agreement by and between Harmony Biosciences Holdings, Inc., Harmony Biosciences Management, Inc., and Sandip Kapadia, dated April 14, 2026.
8-K
April 14, 2026
10.1
10.3#
Executive Employment Agreement by and between Harmony Biosciences Management, Inc. and Glenn Reicin, dated April 14, 2026.
8-K
April 14, 2026
10.2
10.4#
Separation Agreement between Harmony Biosciences Management, Inc. and Glenn Reicin, dated July 16, 2026.
8-K
July 16, 2026
10.1
31.1*
Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*
Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**
Certification of Chief 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 Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101*
The following financial statements from the Company ’ s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2026, formatted in Inline XBRL: (i) Balance Sheets, (ii) Statements of Operations, (iii) Statements of Stockholders ’ Equity and (vi) Notes to Financial Statements, tagged as blocks of text and including detailed tags.
104*
Cover Page Interactive Date File (formatted as Inline XBRL and contained in Exhibit 101)
*
Filed herewith.
**
Furnished herewith. This certification is deemed furnished, and not filed, with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Harmony Biosciences Holdings, 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 Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.
#
Indicates management contract or compensatory plan or arrangement.
+
Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules upon request by the SEC; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934 for any schedules so furnished.
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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.
HARMONY BIOSCIENCES HOLDINGS, INC.
By:
/s/ Jeffrey M. Dayno
Name:
Jeffrey M. Dayno, M.D.
Title:
President, Chief Executive Officer and Director (principal executive officer)
Date:
August 4, 2026
By:
/s/ Stephen Mollichella
Name:
Stephen Mollichella
Title:
Senior Vice President, Controller and Interim Principal Financial Officer (principal financial officer)
Date:
August 4, 2026
47
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.