Item 5. Other Information
ITEM 5. OTHER INFORMATION.
Rule 10b5-1 Trading Plans
On August 31, 2023 , Christine Chung , Senior Vice President , China Operations of the Company, terminated a Rule 10b5-1 trading plan, which was previously adopted on March 7, 2023 and intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The plan provided for the potential sale of up to 125,000 shares of common stock held by Ms. Chung. Prior to its termination, Ms. Chung sold 12,500 shares under the plan.
On July 12, 2023 , Mark Eisner , then Chief Medical Officer of the Company, terminated a Rule 10b5-1 trading plan, which was previously adopted on March 2, 2023 and intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The plan provided for the potential sale of up to 107,260 shares of common stock held by Mr. Eisner. Prior to its termination, Mr. Eisner sold 0 shares under the plan.
On August 31, 2023 , Juan Graham , Chief Financial Officer of the Company, terminated a Rule 10b5-1 trading plan, which was previously adopted on August 26, 2022 and intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The plan provided for the potential sale of up to 29,911 shares of common stock held by Mr. Graham. Prior to its termination, Mr. Graham sold 7,929 shares under the plan.
On September 22, 2023 , Jeffrey Henderson , a member of the Company’s Board of Directors , terminated a Rule 10b5-1 trading plan, which was previously adopted on March 3, 2023 and intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The plan provided for the potential sale of up to 20,000 shares of common stock held by Mr. Henderson. Prior to its termination, Mr. Henderson sold 6,000 shares under the plan.
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ITEM 6. E XHIBITS
Exhibit
Incorporation By Reference
Number
Exhibit Description
Form
SEC File No.
Exhibit
Filing Date
3.1
Amended and Restated Certificate of Incorporation of FibroGen, Inc.
8-K
001-36740
3.1
11/21/2014
3.2
Amended and Restated Bylaws of FibroGen, Inc.
S-1/A
333-199069
3.4
10/23/2014
4.1
Form of Common Stock Certificate.
8-K
001-36740
4.1
11/21/2014
4.2
Common Stock Purchase Agreement by and between FibroGen, Inc. and AstraZeneca AB, dated as of October 20, 2014.
S-1/A
333-199069
4.17
10/24/2014
10.1+
Offer Letter, dated July 23, 2023, between FibroGen, Inc. and Thane Wettig.
8-K
001-36740
10.1
07/25/2023
10.2+
Consulting Agreement, dated July 23, 2023, between FibroGen, Inc. and Enrique Conterno.
8-K
001-36740
10.2
07/25/2023
31.1*
Certification of Chief Executive Officer, as required by Rule 13a-14(a) or Rule 15d-14(a).
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—
—
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31.2*
Certification of Chief Financial Officer, as required by Rule 13a-14(a) or Rule 15d-14(a).
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—
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—
32.1*
Certification of Principal Executive Officer and Principal Financial Officer, as required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350)(1)).
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—
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101.INS
Inline XBRL Instance Document: the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
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—
—
—
101.SCH
Inline XBRL Taxonomy Extension Schema Document
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—
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101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
—
—
—
—
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
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—
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101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
—
—
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101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
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—
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104
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101.)
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—
—
—
Portions of this exhibit (indicated by asterisks) have been omitted as the Company has determined that (i) the omitted information is not material and (ii) the omitted information would likely cause competitive harm if publicly disclosed or is the type of information the Company treats as confidential.
+ Indicates a management contract or compensatory plan.
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SIGNAT URES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
FibroGen, Inc.
Date: November 6, 2023
By:
/s/ Thane Wettig
Thane Wettig
Chief Executive Officer
(Principal Executive Officer)
Date: November 6, 2023
By:
/s/ Juan Graham
Juan Graham
Senior Vice President and 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.