3 unchanged sentences
Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
−Removed: Based upon such evaluation, management concluded that the design and operation of our disclosure controls and procedures were effective at a reasonable assurance level as of December 31, 2019.
−Removed: Changes in Internal Control over Financial Reporting
−Removed: There has been no change in our internal control over financial reporting during the quarter ended December 31, 2019, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: Our management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of the Company’s disclosure controls and procedures as of December 31, 2020.
+Added: Based upon such evaluation, our principal executive officer and principal financial officer concluded that the design and operation of our disclosure controls and procedures were effective at a reasonable assurance level as of December 31, 2020.
Management’s Report on Internal Control over Financial Reporting
−Removed: Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act).
+Added: Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).
Under the supervision of and with the participation of our principal executive officer and principal financial officer, our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2020 based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in “Internal Control—Integrated Framework” (2013).
Based on this assessment, management concluded that our internal control over financial reporting was effective as of December 31, 2020 .
−Removed: This Annual Report on Form 10-K does not include an attestation report of our independent registered public accounting firm on our internal control over financial reporting due to an exemption established by the JOBS Act for “emerging growth companies”.
+Added: Our independent registered public accounting firm, PricewaterhouseCoopers LLP, has audited the effectiveness of our internal control over financial reporting as of December 31, 2020 , as stated in their report included in Item 8 of this Annual Report on Form 10-K.
+Added: Limitations on the Effectiveness of Controls
+Added: Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements and projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
+Added: Changes in Internal Control over Financial Reporting
+Added: There has been no change in our internal control over financial reporting during the quarter ended December 31, 2020 , that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
OTHER INFORMATION
+Added: We are currently party to an Investors’ Rights Agreement, dated September 8, 2015, as amended (the “Investors’ Rights Agreement”) which provides registration rights to entities affiliated with Felix Baker, a member of our board of directors, and Dr.
+Added: Perlroth, our board chair and chief executive officer.
+Added: The Investors’ Rights Agreement expires this year, and on March 1, 2021, we entered into a registration rights agreement (the “Registration Rights Agreement”) with 667, L.P., Baker Brothers Life Sciences, L.P.
+Added: (collectively, the “Baker Entities”) and Victor Perlroth (together with the Baker Entities, the “Investors”) which is intended to supersede the expiring Investors’ Rights Agreement and pursuant to which the Investors are entitled to certain resale registration rights with respect to shares of common stock of the Company held by the Investors.
+Added: The rights of the Investors under the Registration Rights Agreement will continue in effect for up to ten years.
+Added: The foregoing is only a brief description of the terms of the Registration Rights Agreement and the transactions contemplated thereby, and is qualified in its entirety by reference to the Registration Rights Agreement that is filed as Exhibit 4.7.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
22 unchanged sentences
Description of Securities
+Added: Registration Rights Agreement, dated March 1, 2021, by and among the registrant and the investors named therein
Form of Director and Officer Indemnification Agreement
15 unchanged sentences
Funding Agreement, dated as of December 1, 2019, between Kodiak Sciences Inc., Kodiak Sciences GmbH and Baker Bros.
+Added: Lease Agreement for 1200 Page Mill Road, Building 3, by and between the Registrant and 1050 Page Mill Road Property, LLC, dated June 19, 2020
+Added: Lease Agreement for 1250 Page Mill Road, Building 4, by and between the Registrant and 1050 Page Mill Road Property, LLC, dated June 19, 2020
Consent of Independent Registered Public Accounting Firm
1 unchanged sentence
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.
−Removed: Certification of Principal Accounting and 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.
+Added: Certification of Principal Financial and Accounting 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.
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.
−Removed: Certification of Principal Accounting and Financial Officer Pursuant to 18 U.S.C.
+Added: Certification of Principal Financial and Accounting Officer Pursuant to 18 U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−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: Inline XBRL Instance Document
+Added: Inline XBRL Taxonomy Extension Schema Document
+Added: Inline XBRL Taxonomy Extension Calculation Linkbase Document
+Added: Inline XBRL Taxonomy Extension Definition Linkbase Document
+Added: Inline XBRL Taxonomy Extension Label Linkbase Document
+Added: Inline XBRL Taxonomy Extension Presentation Linkbase Document
+Added: Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
Filed herewith.
9 unchanged sentences
Chairman and Chief Executive Officer
−Removed: (Duly Authorized Officer and Principal Executive Officer)
POWER OF ATTORNEY
8 unchanged sentences
Senior Vice President and Chief Financial Officer
−Removed: (Principal Accounting and Financial Officer)
+Added: (Principal Financial and Accounting Officer)
March 1, 2021
John Borgeson
+Added: March 1, 2021
+Added: /s/ Charles Bancroft
+Added: March 1, 2021
+Added: Charles Bancroft
/s/ Bassil I.
5 unchanged sentences
March 1, 2021
+Added: Profusek, J.D.
/s/ Taiyin Yang
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.