Item 5. Other Information
Item 5. Other Information.
Insider Trading Arrangements
During the quarter ended June 30, 2024, none of our directors or officers (as defined in Section 16 of the Securities Exchange Act of 1934, as amended) adopted 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(a) of Regulation S-K.
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Item 6. Exhibits.
(a) Exhibits.
Exhibit No.
Description of Exhibit Filed Herewith
Form Incorporated By Reference File No. Date Filed
2.1^ Agreement and Plan of Merger, dated January 22, 2024, by and among Inhibrx, Inc., Aventis, Inc. and Art Acquisition Sub, Inc.
8-K 001-39452 1/23/2024
2.2^ Separation and Distribution Agreement, dated January 22, 2024, by and among Inhibrx, Inc., Ibex SpinCo, Inc. and Aventis Inc.
8-K 001-39452 1/23/2024
3.1 Amended & Restated Certificate of Incorporation of Inhibrx Biosciences, Inc.
8-K 001-42031 5/30/2024
3.2 Amended & Restated Bylaws of Inhibrx Biosciences, Inc.
8-K 001-42031 5/30/2024
4.1 Form of Warrant to Purchase Stock.
10 001-42031 4/25/2024
10.1^ Transition Services Agreement, dated as of May 29, 2024, by and between Inhibrx Biosciences, Inc. and Inhibrx, Inc.
8-K 001-42031 5/30/2024
10.2 Form of Indemnification Agreement.
10 001-42031 4/25/2024
10.3^
Registration Rights Agreement, dated as of May 29, 2024, by and among Inhibrx Biosciences, Inc. and the parties thereto.
8-K 001-42031 5/30/2024
10.4+ Executive Employment Agreement, effective as of May 30, 2024, by and between Inhibrx Biosciences, Inc. and Mark Lappe.
S-1 333-280127 6/11/2024
10.5+ Executive Employment Agreement, effective as of May 30, 2024, by and between Inhibrx Biosciences, Inc. and Brendan Eckelman, Ph.D.
S-1 333-280127 6/11/2024
10.6+ Executive Employment Agreement, effective as of May 30, 2024, by and between Inhibrx Biosciences, Inc. and Kelly Deck.
S-1 333-280127 6/11/2024
10.7+ 2024 Omnibus Incentive Plan.
S-8 333-279840 5/30/2024
10.8+ Form of Stock Option Grant Notice under the 2024 Omnibus Incentive Plan.
8-K 001-42031 5/30/2024
10.9+ Form of Restricted Stock Unit Agreement under the 2024 Omnibus Incentive Plan.
S-8 333-279840 5/30/2024
10.10†
License Agreement, dated December 20, 2018, by and between Inhibrx, Inc. and bluebird bio, Inc.
S-1 333-231907 6/3/2019
10.11†
Option and License Agreement, dated June 9, 2020, by and between Inhibrx, Inc. and bluebird bio, Inc.
S-1 333-240135 7/28/2020
10.12†
License Agreement, dated July 1, 2013, by and between INBRX 103, LLC and Celgene Corporation.
S-1 333-231907 6/3/2019
10.13
Amendment to License Agreement, dated November 23, 2018, by and among Inhibrx, Inc. , INBRX 103, LLC and Celgene Corporation.
S-1 333-231907 6/3/2019
10.14+
Nonemployee Director Compensation Policy.
X
31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
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31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
32.1* Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
32.2* Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
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 X
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 X
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document X
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document contained in Exhibit 101 X
^ Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally to the SEC a copy of any omitted exhibits or schedules upon request. Pursuant to Item 601(a)(6) of Regulation S-K, certain information from this exhibit have been redacted as their disclosure would constitute a clearly unwarranted invasion of personal privacy.
† Pursuant to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit have been omitted by means of marking such portions with asterisks as the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed.
* This certification is deemed not filed for purpose of section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.
+ Management compensation plan or arrangement.
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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.
INHIBRX BIOSCIENCES, INC.
Date: August 13, 2024
/s/ Mark P. Lappe
Mark P. Lappe
Chief Executive Officer and Chairman
(Principal Executive Officer)
Date: August 13, 2024
/s/ Kelly D. Deck
Kelly D. Deck, C.P.A.
Chief Financial Officer
(Principal Financial and Accounting Officer)
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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.