Item 5. Other Information
Item 5. Other Information
During the three months ended June 30, 2024, an affiliate of the Company, Samsara BioCapital, L.P. (Samsara), entered into a Rule 10b5-1 trading plan (the Samsara 10b5-1 Plan). 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. 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. 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.
Item 6. Exhibits
Exhibit
Number Incorporated by Reference Filed Herewith
Exhibit Description Form Date Number
3.1 Amended and Restated Certificate of Incorporation
8-K 2/14/23 3.1
3.2 Amended and Restated Bylaws
8-K 2/14/23 3.2
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
x
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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
x
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
x
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
x
101.INS XBRL Instance Document x
101.SCH XBRL Taxonomy Extension Schema Document x
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document x
101.DEF XBRL Taxonomy Extension Definition Linkbase Document x
101.LAB XBRL Taxonomy Extension Label Linkbase Document x
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document x
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) x
__________________
* This certification is deemed not filed for purpose of Section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
MINERALYS THERAPEUTICS, INC.
Date: August 13, 2024 By: /s/ Jon Congleton
Jon Congleton
Chief Executive Officer
(Principal Executive Officer)
Date: August 13, 2024 By: /s/ Adam Levy
Adam Levy
Chief Financial Officer and Secretary
(Principal Financial Officer; Principal Accounting Officer)
31
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.