Other Information
−Removed: During the six months 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 arrangement ,” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: On July 23, 2024, we announced the closing of the sale of our Lexington Facility to Genezen, and on August 1, 2024, we announced an organizational restructuring.
−Removed: The restructuring and the Lexington Facility sale together were the outcome of a recently completed, comprehensive review of our operations with the goals of conserving capital and streamlining our organization.
−Removed: As part of these changes (including the Lexington Facility sale and related employee transfers to Genezen), we expect to eliminate approximately 300 positions or 65% of our workforce.
−Removed: We estimate that we will incur costs in the range of $6.5 million to $7.5 million in connection with the restructuring, consisting primarily of cash expenditures related to employee severance costs.
−Removed: These costs are subject to assumptions, including local law requirements, and actual expenses may differ materially from the estimates disclosed above.
−Removed: The restructuring is subject to the review by our Amsterdam-based works council, which is expected to be completed in the third quarter of 2024.
−Removed: The Company expects the restructuring to be substantially completed by the end of 2024.
+Added: During the three months ended September 30, 2024, the following officer adopted a “ Rule 10b5-1 trading arrangement ” (as defined in Item 408(a) of Regulation S-K) that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act and our policies on insider trading:
+Added: Date Adopted (1)
+Added: Aggregate Number of Ordinary Shares to be Purchased or Sold Pursuant to Trading Arrangement
+Added: Expiration Date (2)
+Added: Matthew Kapusta
+Added: August 12, 2024
+Added: August 25, 2025
+Added: Kapusta’s Rule 10b5-1 trading arrangement relates exclusively to options to purchase ordinary shares scheduled to expire in the near-term, including 100,000 options scheduled to expire on January 1, 2025 (with an exercise price of $14.71) and 100,000 options schedule to expire on August 25, 2025 (with an exercise price of $23.60).
+Added: (1 ) Date of adoption of this Rule 10b5-1 trading arrangement is in accordance with applicable SEC rules and regulations.
+Added: The first trade pursuant to this Rule 10b5-1 trading arrangement will be, in accordance with applicable SEC rules and regulations, on a date after the date of adoption of the Rule 10b5-1 trading arrangement, to the extent triggered under its terms.
+Added: (2) The Rule 10b5-1 trading arrangement permits transactions through and including the earlier to occur of (a) the completion of all sales or (b) the date listed in the table.
+Added: The arrangement also provides for automatic expiration in the event of bankruptcy, insolvency, death or mental incapacity of the adopting person.
+Added: Other than those disclosed above, none of our directors or officers adopted , modified , or terminated a “ Rule 10b5-1 trading arrangement ” or “ non-Rule 10b5-1 trading arrangement ,” in each case as defined in Item 408 of Regulation S-K, during the nine months ended September 30, 2024.
See the Exhibit Index immediately preceding the signature page to this Quarterly Report on Form 10-Q for a list of exhibits filed or furnished with this report, which Exhibit Index is incorporated herein by reference.
EXHIBIT INDEX
−Removed: Asset Purchase Agreement, by and among uniQure Inc., uniQure biopharma B.V., Genezen Holdings Inc.
−Removed: and Genezen MA, Inc., dated as of June 29, 2024.
−Removed: Consent and Amendment No.
−Removed: 2 to Loan and Security Agreement, dated June 28, 2024, by and among uniQure biopharma, B.V., uniQure, Inc., uniQure IP B.V., the Company and Hercules Capital, Inc.
−Removed: Landlord Consent to Assignment and Assumption of Lease and Third Amendment to Lease, dated June 28, 2024, by and among Hartwell Innovation Campus, LLC, uniQure, Inc.
−Removed: and Genezen MA, Inc.
−Removed: Assignment and Assumption of Lease, dated July 22, 2024, by and between uniQure, Inc.
−Removed: and Genezen MA, Inc.
−Removed: Termination Agreement, dated July 22, 2024, by and between uniQure biopharma B.V.
−Removed: and Pierre Caloz.
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities and Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 .
−Removed: The following financial information from our Quarterly Report on Form 10-Q for the period ended June 30, 2024, filed with the Securities and Exchange Commission on August 1, 2024, is formatted in Inline Extensible Business Reporting Language (“iXBRL”):
+Added: The following financial information from our Quarterly Report on Form 10-Q for the period ended September 30, 2024, filed with the Securities and Exchange Commission on November 5, 2024, is formatted in Inline Extensible Business Reporting Language (“iXBRL”):
(i) Consolidated Balance Sheets;
3 unchanged sentences
and (v) Notes to Consolidated Financial Statements (tagged as blocks of text)
−Removed: The cover page from our Quarterly Report on Form 10-Q for the period ended June 30, 2024, filed with the Securities and Exchange Commission on August 1, 2024, is formatted in Inline Extensible Business Reporting Language (“iXBRL”)
+Added: The cover page from our Quarterly Report on Form 10-Q for the period ended September 30, 2024, filed with the Securities and Exchange Commission on November 5, 2024, is formatted in Inline Extensible Business Reporting Language (“iXBRL”)
* Filed herewith.
± Furnished herewith.
−Removed: t Indicates a management contract or compensatory plan or arrangement.
−Removed: Portions of this exhibit (indicated by asterisks) have been omitted pursuant to Regulation S-K, Item 601(b)(10)(iv).
−Removed: Such omitted information is both (i) not material and (ii) the type that the Registrant treats as private or confidential.
Pursuant to the requirements 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.
7 unchanged sentences
(Principal Financial Officer)
−Removed: August 1, 2024
+Added: November 5, 2024
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.