Sarepta Therapeutics, Inc. 10-Q

Item 5. Other Information . During the three months ended March 31, 2024, two of our officers (as defined in Rule 16a-1(f) under the Exchange Act) entered into contracts, instructions or written plans for the purchase or sale of our securities that are intended to satisfy the conditions specified in Rule 10b5-1(c) under the Exchange Act for an affirmative defense against liability for trading in securities on the basis of material nonpublic information. We refer to these contracts, instructions, and written plans as " Rule 10b5-1 trading plans" and each one as a "Rule 10b5-1 trading plan." We describe the material terms of these trading plans below. Ryan Brown entered into and adopted a plan with an effective date of March 7, 2024 and end date of March 15, 2025 , covering 76,508 shares of common stock, 7,574 plus the net shares resulting upon the vesting of future restricted stock units, and 84,082 plus the net shares resulting upon the vesting of future restricted stock units. 68 Bilal Arif entered into and adopted a plan with an effective date of March 11, 2024 and end date of March 15, 2025 , covering: 7,676 shares of common stock, 5,655 plus the net shares resulting upon the vesting of future restricted stock units, and 13,331 plus the net shares resulting upon the vesting of future restricted stock units. Item 6. Exhibits. The exhibits listed on the Exhibit Index immediately preceding such exhibits, which is incorporated herein by reference, are filed or furnished as part of this Quarterly Report on Form 10-Q. 69 EXHIBIT INDEX Incorporated by Reference to Filings Indicated Exhibit Number Exhibit Description Form File No. Exhibit Filing Date Provided Herewith 3.1 Amended and Restated Certificate of Incorporation. 8-K12B 001-14895 3.1 6/6/13 3.2 Amendment to the Amended and Restated Certificate of Incorporation . 8-K 001-14895 3.1 6/30/15 3.3 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Sarepta Therapeutics, Inc. 8-K 001-14895 3.1 6/8/20 3.4 Amended and Restated Bylaws. 8-K 001-14895 3.1 9/25/14 3.5 Amendment No. 1 to the Amended and Restated Bylaws. 8-K 001-14895 3.1 1/13/20 3.6 Second Amended and Restated Bylaws 8-K 001-14895 3.1 12/13/22 10.1 Sarepta Therapeutics, Inc. 2024 Employment Commencement Incentive Plan S-8 POS 333-240996 4.5 3/28/24 10.2 Form of Stock Option Award Agreement under Sarepta Therapeutics, Inc. 2024 Employment Commencement Incentive Plan X 10.3 Form of Restricted Stock Unit Award Agreement under Sarepta Therapeutics, Inc. 2024 Employment Commencement Incentive Plan X 31.1 Certification of the Company’s Principal Executive Officer, Douglas S. Ingram, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 31.2 Certification of the Company’s Principal Financial and Accounting Officer, Ian M. Estepan, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 32.1** Certification of the Company’s Principal Executive Officer, Douglas S. Ingram, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X 32.2** Certification of the Company’s Principal Financial and Accounting Officer, Ian M. Estepan, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X 101.INS Inline eXtensible Business Reporting Language (XBRL) Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. X 101.SCH Inline XBRL Taxonomy Extension Schema Document. X 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document. X 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document. X 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document. X 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. X 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) X † Indicates management contract or compensatory plan, contract or arrangement. * Identified information has been excluded from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. 70 ** The Certifications attached as Exhibits 32.1 and 32.2 that accompany this Quarterly Report on Form 10-Q are not deemed filed with the SEC and are not to be incorporated by reference into any filings of Sarepta Therapeutics, 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-Q, irrespective of any general incorporation language contained in such filing. 71 SIGNA TURES Pursuant to the requirements 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. SAREPTA THERAPEUTICS, INC. (Registrant) Date: May 1, 2024 By: /s/ DOUGLAS S. INGRAM Douglas S. Ingram President and Chief Executive Officer (Principal Executive Officer) Date: May 1, 2024 By: /s/ IAN M. ESTEPAN Ian M. Estepan Executive Vice President, Chief Financial Officer (Principal Financial and Accounting Officer) 72