Mirum Pharmaceuticals, Inc. 10-Q

Item 5. Other Information. During our last fiscal quarter, our directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated the contracts, instructions or written plans for the purchase or sale of our securities set forth in the table below. Type of Trading Arrangement Name and Position Action Adoption/Termination Date Rule 10b5-1* Non-Rule 10b5-1** Total Shares of Common Stock to be Sold Expiration Christopher Peetz , Chief Executive Officer Termination 1 June 27, 2024 X Up to 75,000 December 28, 2025 Peter Radovich , President and Chief Operating Officer Termination 2 June 27, 2024 X Up to 53,541 March 26, 2025 *Contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. **“Non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K under the Exchange Act. 1 Represents the termination of a written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) adopted on December 28, 2023. 2 Represents the termination of a written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) adopted on March 26, 2024. 90 Table of Contents In addition, we inadvertently omitted from the prior reports indicated in the table below the disclosures of the Rule 10b5-1 trading arrangements set forth in the table below. Type of Trading Arrangement Name and Position Action Adoption/Termination Date Rule 10b5-1* Non-Rule 10b5-1** Total Shares of Common Stock to be Sold Expiration Peter Radovich, President and Chief Operating Officer Adoption 1 March 26, 2024 X Up to 53,541 March 26, 2025 Pamela Vig, Chief Scientific Officer Adoption 1 March 20, 2024 X Up to 61,111 March 21, 2025 Lara Longpre, Chief Development Officer Adoption 1 March 26, 2024 X Up to 61,113 March 26, 2026 *Contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act, **“Non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K under the Exchange Act. 1 In Item 5 of Part II of our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024, we inadvertently omitted disclosure of this Rule 10b5-1 trading arrangement. In June 2024, while they continue to serve as Chief Scientific Officer and Chief Development Officer, respectively, Dr. Vig and Ms. Longpre were determined to no longer be “officers” (as defined in Rule 16a-1(f) under the Exchange Act). 91 Table of Contents Item 6. Exhibits. Exhibit Number Description 2.1+¥ Asset Purchase Agreement, dated July 16, 2023, by and between Mirum Pharmaceuticals, Inc. and Travere Therapeutics, Inc. (incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on July 17, 2023). 3.1 Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on July 25, 2019). 3.2 Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on July 25, 2019). 10.1* Mirum Pharmaceuticals, Inc. Non-Employee Director Compensation Policy, as amended. 10.2 Forms of restricted stock unit grant notice and award agreement for non-employee directors electing to defer settlement of restructured stock units under the Mirum Pharmaceuticals, Inc. 2019 equity Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q, filed with the SEC on May 8, 2024). 31.1* 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. 31.2* Certification of Principal 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. 32.1*# 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. 32.2*# Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS* Inline XBRL Instance Document 101.SCH* Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents 104* Cover Page Interactive Data File (embedded within the Inline XBRL document) * Filed herewith. + Pursuant to Item 601(b)(10) of Regulation S-K, as applicable, certain portions of this exhibit have been omitted (indicated by “[*]”) because the Registrant has determined that the information is not material and is the type that the Registrant treats as private or confidential. ¥ Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant undertakes to furnish supplemental copies of any of the omitted schedules upon request by the SEC. # The information in Exhibit 32.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act (including this Quarterly Report on Form 10-Q), unless the Registrant specifically incorporates the foregoing information into those documents by reference. 92 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. Mirum Pharmaceuticals, Inc. Date: August 7, 2024 By: /s/ Christopher Peetz Christopher Peetz Chief Executive Officer (Principal Executive Officer) Mirum Pharmaceuticals, Inc. Date: August 7, 2024 By: /s/ Eric Bjerkholt Eric Bjerkholt Chief Financial Officer (Principal Financial Officer) 93