Nkarta, Inc. 10-K

Item 9A. Controls and Procedures. Evaluation of Disclosure Controls and Procedures We maintain “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, that are designed to provide reasonable assurance that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Our management, with the participation of our Chief Executive Officer and Chief Financial and Business Officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2020. Based on this evaluation, our Chief Executive Officer and Chief Financial and Business Officer concluded that, as of December 31, 2020, our disclosure controls and procedures were effective at the reasonable assurance level. Management’s Report on Internal Control Over Financial Reporting This report does not include a report of management’s assessment regarding internal control over financial reporting or an attestation report of our registered public accounting firm due to a transition period established by rules of the SEC for newly public companies. Changes in Internal Control Over Financial Reporting There were no changes in our internal control over financial reporting during the quarter ended December 31, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Inherent Limitations on Effectiveness of Controls Our management, including our Chief Executive Officer and our Chief Financial and Business Officer, believes that our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their objectives and are effective at the reasonable assurance level. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by the collusion of two or more people or by management override of controls. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected. 134 Item 9B. Other Information. None. 135 PART III Item 10. Directors, Executive Officers and Corporate Governance. The information required by this Item will be set forth in the Company’s proxy statement to be filed with the Securities and Exchange Commission within 120 days after the Company’s fiscal year end and is incorporated herein by reference. Item 11. Executive Compensation. The information required by this Item will be set forth in the Company’s proxy statement to be filed with the Securities and Exchange Commission within 120 days after the Company’s fiscal year end and is incorporated herein by reference. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. The information required by this Item will be set forth in the Company’s proxy statement to be filed with the Securities and Exchange Commission within 120 days after the Company’s fiscal year end and is incorporated herein by reference. Item 13. Certain Relationships and Related Transactions, and Director Independence. The information required by this Item will be set forth in the Company’s proxy statement to be filed with the Securities and Exchange Commission within 120 days after the Company’s fiscal year end and is incorporated herein by reference. Item 14. Principal Accounting Fees and Services. The information required by this Item will be set forth in the Company’s proxy statement to be filed with the Securities and Exchange Commission within 120 days after the Company’s fiscal year end and is incorporated herein by reference. 136 PART IV Item 15. Exhibits, Financial Statement Schedules. (a) The following documents are filed as part of this Annual Report on Form 10-K: 1. Financial Statements. See Index to Financial Statements in Part II Item 8 of this Annual Report on Form 10-K. 2. Financial Statement Schedules . None. All financial statement schedules are omitted because they are not applicable, not required under the instructions or the requested information is included in the financial statements or notes thereto. 3. Exhibits . The following is a list of exhibits filed with this report or incorporated herein by reference: 137 Exhibit Index Incorporated by Reference Exhibit Number Description Form File No. Exhibit Filing Date Filed Herewith 3.1 Amended and Restated Certificate of Incorporation of Nkarta, Inc. 8-K 001-39370 3.1 7/14/2020 3.2 Amended and Restated Bylaws of Nkarta, Inc. 8-K 001-39370 3.2 7/14/2020 4.1 Form of Common Stock Certificate of the Registrant. S-1/A 333-239301 4.1 7/2/2020 4.2 Amended and Restated Investors’ Rights Agreement, dated as of August 27, 2019, by and among the registrant and certain of its stockholders. S-1 333-239301 4.2 6/19/2020 4.3 Description of Capital Stock X 10.1 # Form of Indemnification Agreement between the Registrant and each of its directors and executive officers. S-1/A 333-239301 10.1 7/2/2020 10.2(A) # 2015 Equity Incentive Plan. S-1 333-239301 10.2 6/19/2020 10.2(B) # Form of Stock Option Agreement for 2015 Equity Incentive Plan. S-1 333-239301 10.3 6/19/2020 10.3(A) # 2020 Performance Incentive Plan. S-1/A 333-239301 10.4 7/2/2020 10.3(B) # Form of Director Option Agreement between Registrant and certain of its directors. 10-Q 001-39370 10.5 8/20/2020 10.3(C) # Form of non-qualified Stock Option Agreement between Registrant and certain of its officers and employees. 10-Q 001-39370 10.6 8/20/2020 10.4 # 2020 Employee Stock Purchase Plan. S-1/A 333-239301 10.5 7/2/2020 10.5 # Nkarta, Inc. Non-Employee Director Compensation Policy. 10-Q 001-39370 10.6 11/12/2020 10.6(A) # Employment Offer Letter between the Registrant and Paul Hastings. S-1 333-239301 10.6 6/19/2020 10.6(B) # Employment Offer Letter between the Registrant and Dr. Kanya Rajangam. S-1 333-239301 10.7 6/19/2020 10.6(C) # Employment Offer Letter between the Registrant and Dr. Matthew Plunkett. S-1 333-239301 10.8 6/19/2020 10.7 # Separation and Release Agreement between Nkarta, Inc. and Matthew Plunkett, dated October 2, 2020. 8-K 001-39370 10.1 10/05/2020 10.8 # Form of Severance Agreement 8-K 001-39370 10.1 01/13/2021 10.9 Exclusive License Agreement between the Registrant, National University of Singapore and St. Jude Research Hospital, Inc. S-1 333-239301 10.9 6/19/2020 138 10. 10 (A) Lease Agreement, dated May 29, 2018, by and between the Registrant and HCP Life Science REIT, Inc. S-1 333-239301 10.10 6/19/2020 10.10(B) First Amendment to Lease Agreement, dated April 24, 2019, by and between the Registrant and HCP Life Science REIT, Inc. S-1 333-239301 10.11 6/19/2020 10.10(C) Second Amendment to Lease Agreement, dated May 5, 2020, by and between the Registrant and HCP Life Science REIT, Inc. S-1 333-239301 10.12 6/19/2020 10.10(D) Third Amendment to Lease Agreement, dated January 14, 2021, by and between the Registrant and HCP Life Science REIT, Inc. X 23.1 Consent of Independent Registered Public Accounting Firm X 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 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+ Certification 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 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 _________________ # Indicates management contract or compensatory plan + The certifications attached as Exhibit 32 that accompany this Annual Report on Form 10-K are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Nkarta, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Form 10-K, irrespective of any general incorporation language contained in such filing. 139 Item 16. Form 10-K Summary None. 140 SIGNAT URES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized . Nkarta, Inc. Date: March 25, 2021 By: /s/ Paul J. Hastings Paul J. Hastings Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated. Signature Title Date /s/ Paul J. Hastings Chief Executive Officer and Director March 25, 2021 Paul J. Hastings (Principal Executive Officer) /s/ Nadir Mahmood Chief Financial and Business Officer March 25, 2021 Nadir Mahmood, Ph.D. (Principal Financial and Accounting Officer) /s/ Tiba Aynechi. Director March 25, 2021 Tiba Aynechi, Ph.D. /s/ Fouad Azzam Director March 25, 2021 Fouad Azzam, Ph.D., MBA /s/ Ali Behbahani Director March 25, 2021 Ali Behbahani, M.D., MBA /s/ Michael Dybbs Director March 25, 2021 Michael Dybbs, Ph.D. /s/ Simeon George Director March 25, 2021 Simeon George, M.D., MBA /s/ Leone Patterson Director March 25, 2021 Leone Patterson, MBA /s/ Zachary Scheiner Director March 25, 2021 Zachary Scheiner, Ph.D. /s/ Laura Shawver Director March 25, 2021 Laura Shawver, Ph.D. 141