Other Information.
−Removed: During the quarter ended June 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “ non-Rule 10b5-1 trading arrangemen t ,” as each term is defined in Item 408(a) of Regulation S-K.
+Added: During the quarter ended September 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “ non-Rule 10b5-1 trading arrangemen t ,” as each term is defined in Item 408(a) of Regulation S-K.
Director and Executive Officer 10b5-1 Plans
1 unchanged sentence
Such plans and arrangements must comply in all respects with our insider trading policies, including our policy governing entry into and operation of 10b5-1 plans and arrangements.
−Removed: The following table shows the number of shares of our common stock subject to the current Rule 10b5-1 trading arrangements of our Section 16 officers and directors in place as of August 2, 2024:
+Added: The following table shows the number of shares of our common stock subject to the current Rule 10b5-1 trading arrangements of our Section 16 officers and directors in place as of October 28, 2024:
Name of Director or Section 16 Officer
5 unchanged sentences
June 16, 2025
−Removed: Craves, Ph.D.
−Removed: August 31, 2024
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.
3 unchanged sentences
Exhibit Filing Date
−Removed: 1.1 Sales Agreement, dated May 7, 2024, by and between the Registrant and TD Securities (USA) LLC .
−Removed: 001-33277 1.1 May 7, 2024
−Removed: Madrigal Pharmaceuticals, Inc.
−Removed: 2015 Amended Stock Plan, as amended and restated as of June 25, 2024.
−Removed: 8-K 001-33277 10.1 June 27, 2024
+Added: Letter Agree ment, dated January 3, 2024, by and between Madrigal Pharmaceuticals, Inc.
+Added: and S hannon Kell ey , as amended and supplem ented by the Letter Agreement, dated August 2, 2024, by and between Madrigal Pharmaceuticals, Inc.
+Added: and Shannon Kelley
+Added: Loan and Security Agreement, dated May 9, 2022, as amended by the First Amendment to Loan and Security Agreement, dated February 3, 2023, and t he Second Amendment to Loan and Security Agreement, dated August 22, 2024, by and among Madrigal Pharmaceuticals, Inc., Canticle Pharmaceuticals, Inc., the several banks and other financial institutions or entities from time to time party thereto and Hercules Capital, Inc.
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.
12 unchanged sentences
* Indicates a management contract, compensatory plan or arrangement.
+Added: † Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
+Added: # Exhibits and schedules omitted pursuant to Item 601(a)(5) of Regulation S-K.
** The certifications attached as Exhibit 32.1 that accompany this Quarterly Report pursuant to 18 U.S.C.
2 unchanged sentences
MADRIGAL PHARMACEUTICALS, INC.
−Removed: August 7, 2024
+Added: October 31, 2024
/s/ William J.
1 unchanged sentence
(Principal Executive Officer)
−Removed: August 7, 2024
+Added: October 31, 2024
Senior Vice President and Chief Financial Officer
1 unchanged sentence
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.