Other Information
−Removed: During the three months ended March 31, 2024, one of our officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated a contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act or any non-Rule 10b5-1 trading arrangement (as defined in the SEC’s rules).
−Removed: The material terms of the Rule 10b5-1 trading arrangement are described below:
−Removed: Name and Title Action Taken Type of Trading Arrangement Nature of Trading Arrangement Duration of Trading Arrangement Number of Securities
−Removed: Jon Congleton , Chief Executive Officer and Director
−Removed: Adoption January 30, 2024
−Removed: Trading plan intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c)
−Removed: Sale of the Company’s common stock pursuant to the terms of the plan June 11, 2024 through December 31, 2025
−Removed: __________________
−Removed: (1) The executive’s Rule 10b5-1 trading arrangement provides for the sale of up to 479,389 shares of common stock subject to a restricted stock award granted to Mr.
−Removed: Congleton that vests ratably over time.
+Added: During the three months ended June 30, 2024, an affiliate of the Company, Samsara BioCapital, L.P.
+Added: (Samsara), entered into a Rule 10b5-1 trading plan (the Samsara 10b5-1 Plan).
+Added: The Samsara 10b5-1 Plan, entered into on May 3, 2024 , is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act and provides for the sale of up to 1,691,638 shares of the Company’s common stock from time to time between August 12, 2024 and April 29, 2026.
+Added: The Samsara 10b5-1 Plan will expire on April 29, 2026 , or earlier if all shares under the plan are sold prior to that date.
+Added: Srinivas Akkaraju , M.D., Ph.D., one of our directors , is Managing General Partner of Samara and has voting and investment power over the shares held by Samsara.
Number Incorporated by Reference Filed Herewith
4 unchanged sentences
8-K 2/14/23 3.2
−Removed: Form of Pre-Funded Warrant
−Removed: Securities Purchase Agreement, dated February 7, 2024, by and between the Registrant and each of the purchasers party thereto
−Removed: ATM Equity Offering Sales Agreement, dated March 21, 2024, by and among the Registra nt , BofA Securities, Inc.
−Removed: and Evercore Group L.L.C.
−Removed: S-3 3/21/24 1.2
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
15 unchanged sentences
MINERALYS THERAPEUTICS, INC.
−Removed: May 9, 2024 By:
+Added: August 13, 2024 By:
/s/ Jon Congleton
2 unchanged sentences
(Principal Executive Officer)
−Removed: May 9, 2024 By:
+Added: August 13, 2024 By:
/s/ Adam Levy
3 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.