15 unchanged sentences
Other Information
+Added: During the fiscal quarter ended December 31, 2023, none of our officers or directors, as defined in Rule 16 a -1 (f), adopted, modified or terminated a "Rule 10 b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as those terms are defined in Item 408 of Regulation S-K.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
13 unchanged sentences
The information required by Item 14 is hereby incorporated by reference to the sections of the 2024 Proxy Statement under the caption “Ratification of Selection of Independent Registered Public Accounting Firm.”
−Removed: Exhibits and Financi al Statement Schedules.
+Added: Exhibit and Financi al Statement Schedules
(a)(1) Financial Statements.
25 unchanged sentences
001-37717), filed with the Commission on July 29, 2019).
−Removed: Description of Document
Registration Rights Agreement, dated as of July 25, 2019, by and among the Company, the Subsidiary and Jefferies LLC (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No.
3 unchanged sentences
001-37717), filed with the Commission on August 31, 2020).
+Added: Description of Document
Investor Rights Agreement, dated as of August 9, 2020, by and between the Registrant and PHC Holding Corporation (incorporated herein by reference to Exhibit 4.3 to Amendment No.
29 unchanged sentences
333-198168) filed on December 10, 2015).
−Removed: Amended and Restated Executive Employment Agreement by and between Senseonics, Incorporated and Mukul Jain, dated as of August 12, 2017.
+Added: Amended and Restated Executive Employment Agreement by and between Senseonics, Incorporated and Mukul Jain, dated as of August 12, 2017 (incorporated by reference to Exhibit 10.10+ to the Registrant’s Annual Report on Form 10-K (File No.
+Added: 001-37717) filed with the Commission on March 16, 2023).
Amended and Restated Executive Employment Agreement by and between Senseonics, Incorporated and Kenneth L.
−Removed: Horton, dated as of October 1, 2017.
−Removed: Description of Document
+Added: Horton, dated as of April 1, 2023 (incorporated by reference to Exhibit 10.11+ to the Registrant’s Annual Report on Form 10-K (File No.
+Added: 001-37717) filed with the Commission on March 16, 2023).
Form of Replacement Warrant to Purchase Common Stock issued to Oxford Finance LLC by Senseonics, Incorporated, dated as of December 7, 2015 (incorporated by reference to Exhibit 10.17 to the Registrant’s Current Report on Form 8-K (File No.
333-198168) filed on December 10, 2015).
+Added: Description of Document
Form of 2016 Employee Stock Purchase Plan (incorporated by reference to Exhibit 4.10 to the Registrant’s Registration Statement on Form S-8 (File No.
333-210586) filed on April 4, 2016).
−Removed: Non-Employee Director Compensation Policy, as amended (incorporated by reference to Exhibit 10.19 to the Registrant’s Annual Report on Form 10-K (File No.
−Removed: 333-198168) filed on March 15, 2019).
Form of Warrant to Purchase Stock issued by the Registrant to Oxford Finance LLC and Silicon Valley Bank, dated as of June 30, 2016 (incorporated by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q (File No.
10 unchanged sentences
001-37717) filed with the Commission on April 28, 2020).
−Removed: Note Purchase Agreement, dated as of August 9, 2020, by and between the Registrant and PHC Holding Corporation (incorporated herein by reference to Exhibit 10.1 to Amendment No.
−Removed: 1 to the Registrant’s Current Report on Form 8-K (File No.
−Removed: 001-37717) filed with the Commission on August 31, 2020).
Collaboration and Commercialization Agreement, by and between the Subsidiary and Ascensia Diabetes Care Holdings AG, dated as of August 9, 2020 (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (File No.
9 unchanged sentences
001-37717) filed with the Commission on March 15, 2023).
−Removed: Exchange Agreement, by and between Senseonics Holdings, Inc.
−Removed: and PHC Holdings Corporation, dated as of March 13, 2023 (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No.
−Removed: 001-37717) filed with the Commission on March 15, 2023).
Form of Warrant to Purchase Common Stock issued to PHC Holdings Corporation (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K (File No.
001-37717) filed with the Commission on March 15, 2023).
−Removed: L etter from Ernst & Young LLP dated March 15, 2022 to the Securities and Exchange Commission regarding change in certifying accountant (incorporated herein by reference to Exhibit 16.1 to the Registrant’s Current Report on Form 8-K (File No.
+Added: Form of Stock Option Grant Notice and Stock Option Agreement under Senseonics Holdings, Inc.
+Added: 2023 Commercial Equity Plan (incorporated herein by reference to Exhibit 4.2 to the Registration Statement on Form S-3 (File No.333-269177) filed with the Commission on January 10, 2023).
+Added: Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under Senseonics Holdings, Inc.
+Added: 2023 Commercial Equity Plan (incorporated herein by reference to Exhibit 4.3 to the Registration Statement on Form S-3 (File No.
+Added: 333-269177 ) filed with the Commission on January 10, 2023).
+Added: Common Stock Purchase Warrant, dated April 1, 2023 (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No.
001-37717) filed with the Commission on March 15, 2023).
+Added: Non-Employee Director Compensation Policy (As amended on May 25, 2021) (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (File No.
+Added: 001-37717) filed with the Commission on May 9, 2023).
+Added: Loan and Security Agreement, dated September 8, 2023, by and among the Company and Hercules Capital, Inc.
+Added: (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 001-37717) filed with the Commission on September 11, 2023).
Description of Document
+Added: Form of Warrant Agreement (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 001-37717) filed with the Commission on September 11, 2023).
+Added: L etter from Ernst & Young LLP dated March 15, 2022 to the Securities and Exchange Commission regarding change in certifying accountant (incorporated herein by reference to Exhibit 16.1 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 001-37717) filed with the Commission on March 15, 2022).
Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 to the Registrant's Current Report on Form 8-K (File No.
1 unchanged sentence
Consent of KPMG LLP, independent registered public accounting firm.
−Removed: Consent of Ernst & Young LLP, independent registered public accounting firm.
Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, 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.
+Added: Incentive Compensation Recoupment Policy, approved October 25, 2023.
XBRL Instance Document
18 unchanged sentences
President and Chief Executive Officer
−Removed: March 15, 2023
+Added: February 29, 2024
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Timothy T.
4 unchanged sentences
President, Chief Executive Officer and Director
−Removed: March 15, 2023
+Added: February 29, 2024
Goodnow, Ph.D.
2 unchanged sentences
Chief Financial Officer
−Removed: March 15, 2023
+Added: February 29, 2024
Rick Sullivan
2 unchanged sentences
Chairman of the Board of Directors
−Removed: March 15, 2023
+Added: February 29, 2024
/s/ Steven Edelman, M.D.
−Removed: March 15, 2023
+Added: February 29, 2024
Steven Edelman, M.D.
/s/ Edward J.
−Removed: March 15, 2023
+Added: February 29, 2024
/s/ Douglas S.
−Removed: March 15, 2023
+Added: February 29, 2024
/s/ Douglas A.
−Removed: March 15, 2023
+Added: February 29, 2024
/s/ FRANCINE KAUFMAN, M.D.
Director and Chief Medical Officer
−Removed: March 15, 2023
+Added: February 29, 2024
Francine Kaufman, M.D.
/s/ ROBERT SCHUMM
−Removed: March 15, 2023
+Added: February 29, 2024
Robert Schumm
/s/ ANTHONY RAAB
−Removed: March 15, 2023
−Removed: /s/JOHN MAROTTA
−Removed: March 15, 2023
−Removed: March 15, 2023
+Added: February 29, 2024
+Added: /s/ koichiro sato
+Added: February 29, 2024
+Added: Koichiro Sato
+Added: /s/ SHARON D.
+Added: February 29, 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.