Sarepta Therapeutics, Inc. 10-Q

Item 2. Unregistered Sales of E quity Securities and Use of Proceeds. None Item 3. Defaults Upon Seni or Securities. None. Item 4. Mine Safety Disclosures. None. Item 5. Oth er Information. Dur ing the three months ended September 30, 2025, the Michael A. Chambers Living Trust, an affiliate of Michael Chambers, entered into and adopted a written plan for the sale of our securities that is 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 (a “Rule 10b5-1 trading plan”). Mr. Chambers' 10b5-1 trading plan has an adoption date of September 16, 2025 and an end date of October 31, 2026, covering 88,286 shares of common stock. As of the date of issuance of this Quarterly Report, Mr. Chambers beneficially owns 294,694 shares of common stock, inclusive of the shares of common stock underlying the plan. Item 6. E xhibits. 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. 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 Second Amended and Restated Bylaws 8-K 001-14895 3.1 12/13/22 3.5 Amendment No. 1 to the Second Amended and Restated Bylaws 8-K 001-14895 3.1 9/16/24 4.1 Indenture, dated as of August 28, 2025, by and between Sarepta Therapeutics, Inc. and U.S. Bank Trust Company, National Association (including the form of the 4.875% Convertible Senior Note due 2030) 8-K 001-14895 4.1 8/29/25 10.1† General Release and Separation and Consulting Agreement with Dallan Murray X 10.2† General Release and Separation and Consulting Agreement with Bilal Arif X 91 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, Ryan Wong, 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, Ryan Wong, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X 101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document X 101.SCH Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents X 104 Cover page formatted as Inline XBRL and contained in Exhibit 101 X † Indicates management contract or compensatory plan, contract or arrangement. * Certain identified information has been excluded from the exhibit. ** 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. 92 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: November 6, 2025 By: /s/ DOUGLAS S. INGRAM Douglas S. Ingram Chief Executive Officer (Principal Executive Officer) Date: November 6, 2025 By: /s/ RYAN H. WONG Ryan H. Wong Executive Vice President, Chief Financial Officer (Principal Financial and Accounting Officer) 93