MADRIGAL PHARMACEUTICALS, INC. 10-Q

Item 5. Other Information. During the quarter ended September 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. Item 6. Exhibits. The exhibits filed or furnished as part of this Quarterly Report on Form 10-Q are set forth on the Exhibit Index, which Exhibit Index is incorporated herein by reference. 30 Table of Contents EXHIBIT INDEX Exhibit Number Exhibit Description Incorporated by Reference Filed Herewith Form File No. Exhibit Filing Date   1.1 Underwriting Agreement, dated September 28, 2023, by and between Madrigal Pharmaceuticals, Inc. and Goldman Sachs & Co. LLC, as representative of the several underwriters 8-K 001-33277 1.1 October 2, 2023   4.1 Form of Pre-Funded Warrant of Madrigal Pharmaceuticals, Inc. 8-K 001-33277 4.1 October 2, 2023  10.1 Letter Agreement (including agreements attached as exhibits thereto), dated September 7, 2023, by and between Madrigal Pharmaceuticals, Inc. and William Sibold*† 8-K 001-33277 10.1 September 13, 2023  10.2 2023 Inducement Plan† S-8 333-274459 September 11, 2023  10.3 Form of Stock Option Agreement under 2023 Inducement Plan† S-8 333-274459 September 11, 2023  10.4 Form of Restricted Stock Unit Agreement under 2023 Inducement Plan† S-8 333-274459 September 11, 2023  31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X  31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X  32.1** Certifications of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X 101.INS Inline XBRL Instance Document. X 101.SCH Inline XBRL Taxonomy Extension Schema Document. X 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document. X 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document. X 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. X 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document. X 104 Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set. * Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. ** The certifications attached as Exhibit 32.1 that accompany this Quarterly Report pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, shall not be deemed “filed” by the registrant for purposes of Section 18 of the Exchange Act and are not to be incorporated by reference into any of the registrant’s filings under the Securities Act or the Exchange Act, irrespective of any general incorporation language contained in any such filing. † Indicates a management contract, compensatory plan or arrangement. 31 Table of Contents 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. MADRIGAL PHARMACEUTICALS, INC. Date: November 6, 2023 By: /s/ William J. Sibold William J. Sibold President and Chief Executive Officer (Principal Executive Officer) Date: November 6, 2023 By: /s/ Alex G. Howarth Alex G. Howarth Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 32