Tempest Therapeutics, Inc. 10-Q

Item 5. Other Information Preliminary Unaudited Cash and Cash Equivalents as of March 31, 2021 and Net Loss for the Three Month Period Ended March 31, 2021. On May 10, 2021, we announced that although we had not finalized our full financial results for the fiscal quarter ended March 31, 2021, we expected to report that we had (a) cash, cash equivalents, restricted cash and marketable securities of approximately $27.3 million as of March 31, 2021 and (b) a net loss of approximately $8.4 million for the three-month period ended March 31, 2021. The estimated cash, cash equivalents, restricted cash and marketable securities and net loss figures were preliminary and unaudited, and represented our management’s estimates as of May 10, 2021. The financial information was subject to the completion of our financial closing procedures with respect to the interim consolidated financial statements, as of and for the three-month period ended March 31, 2021, which are included elsewhere in this Quarterly Report on Form 10-Q. 29 Table of Contents Item 6. Exhibits The following exhibits are incorporated by reference or filed as part of this report. Exhibit Number Description 2.1 Agreement and Plan of Merger, dated as of March 29, 2021, by and among Millendo Therapeutics, Inc., Mars Merger Corp. and Tempest Therapeutics, Inc. (incorporated by reference from Exhibit 2.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 29, 2021, File No. 001-35890) 3.1 Restated Certificate of Incorporation of the Registrant, as amended (incorporated by reference from Exhibit 3.1 to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2019 File No. 001-35890) 3.2 Third Amended and Restated Bylaws, as Amended, of the Registrant (incorporated by reference from Exhibit 3.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 9, 2018 File No. 001-35890) 10.1^ Executive Chair Agreement, by and between Millendo Therapeutics US, Inc. and Julia C. Owens, Ph.D., dated January 27, 2021 (incorporated by reference from Exhibit 10.29 to the Annual Report on Form 10-K, filed on March 29, 2021, File No. 001-35890). 10.2^ Separation from Employment, by and between Millendo Therapeutics US, Inc. and Julia C. Owens, Ph.D., dated January 27, 2021 (incorporated by reference from Exhibit 10.30 to the Annual Report on Form 10-K, filed on March 29, 2021, File No. 001-35890). 10.3^ Amended and Restated Employment Agreement between Louis Arcudi III and Millendo Therapeutics US, Inc., dated as of January 27, 2021 (incorporated by reference from Exhibit 10.31 to the Annual Report on Form 10-K, filed on March 29, 2021, File No. 001-35890). 10.4^ Amended and Restated Employment Agreement between Jennifer Minai-Azary and Millendo Therapeutics US, Inc., dated of January 27, 2021 (incorporated by reference from Exhibit 10.32 to the Annual Report on Form 10-K, filed on March 29, 2021, File No. 001-35890). 31.1* Certification of Chief Executive Officer (Principal Executive Officer) pursuant to Section 302 of Sarbanes-Oxley Act of 2002 31.2* Certification of Chief Financial Officer (Principal Financial Officer) pursuant to Section 302 of Sarbanes-Oxley Act of 2002 32.1 + Certification of Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer) pursuant to Section 906 of Sarbanes-Oxley Act of 2002 101.INS Inline 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 101.SCH Inline XBRL Taxonomy Extension Schema Document 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File - the cover page interactive data is embedded within the Inline XBRL document or included within the Exhibit 101 attachments. 30 Table of Contents ______________________________________________________ * Filed herewith. ^ Indicates management contract or compensatory plan. + This certification is being furnished solely to accompany this Quarterly Report on Form 10-Q pursuant to 18 U.S.C. Section 1350, and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing of the registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof, regardless of any general incorporation language in such filing. 31 Table of Contents SIGNATURES 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. MILLENDO THERAPEUTICS, INC. By: /s/ Louis Arcudi III Louis Arcudi III President and Chief Executive Officer (Principal Executive Officer) By: /s/ Jennifer Minai-Azary Jennifer Minai-Azary Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer Date: May 13, 2021 32