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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/27/24 Protagonist Therapeutics, Inc. 10-K 12/31/23 94:11M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 2.50M
2: EX-4.2 Instrument Defining the Rights of Security Holders HTML 38K
3: EX-21.1 Subsidiaries List HTML 26K
4: EX-23.1 Consent of Expert or Counsel HTML 27K
8: EX-97.1 Clawback Policy re: Recovery of Erroneously HTML 33K
Awarded Compensation
5: EX-31.1 Certification -- §302 - SOA'02 HTML 31K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 31K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 30K
14: R1 Document and Entity Information HTML 95K
15: R2 Consolidated Balance Sheets HTML 118K
16: R3 Consolidated Balance Sheets (Parenthetical) HTML 46K
17: R4 Consolidated Statements of Operations HTML 80K
18: R5 Consolidated Statements of Comprehensive Loss HTML 49K
19: R6 Consolidated Statements of Stockholders' Equity HTML 105K
20: R7 Consolidated Statements of Cash Flows HTML 125K
21: R8 Organization and Description of Business HTML 34K
22: R9 Summary of Significant Accounting Policies HTML 81K
23: R10 License and Collaboration Agreement HTML 100K
24: R11 Fair Value Measurements HTML 86K
25: R12 Cash Equivalents and Marketable Securities HTML 105K
26: R13 Balance Sheet Components HTML 70K
27: R14 Research Collaboration and License Agreement HTML 33K
28: R15 Leases HTML 82K
29: R16 Commitments and Contingencies HTML 34K
30: R17 Stockholders' Equity HTML 42K
31: R18 Equity Plans HTML 147K
32: R19 401(k) Plan HTML 32K
33: R20 Income Taxes HTML 141K
34: R21 Net Loss per Share HTML 61K
35: R22 Subsequent Event HTML 30K
36: R23 Summary of Significant Accounting Policies HTML 130K
(Policies)
37: R24 Summary of Significant Accounting Policies HTML 41K
(Tables)
38: R25 License and Collaboration Agreement (Tables) HTML 78K
39: R26 Fair Value Measurements (Tables) HTML 81K
40: R27 Cash Equivalents and Marketable Securities HTML 103K
(Tables)
41: R28 Balance Sheet Components (Tables) HTML 73K
42: R29 Leases (Tables) HTML 85K
43: R30 Equity Plans (Tables) HTML 141K
44: R31 Income Taxes (Tables) HTML 140K
45: R32 Net Loss per Share (Tables) HTML 62K
46: R33 Organization and Description of Business - HTML 36K
Liquidity (Details)
47: R34 Summary of Significant Accounting Policies - HTML 27K
Concentrations of Credit Risk (Details)
48: R35 Summary of Significant Accounting Policies - HTML 37K
Restricted Cash and Cash and Cash Equivalents
(Details)
49: R36 Summary of Significant Accounting Policies - HTML 31K
Property and Equipment (Details)
50: R37 Summary of Significant Accounting Policies - HTML 28K
Income Taxes (Details)
51: R38 Summary of Significant Accounting Policies - HTML 30K
Research and Development Tax Incentive (Details)
52: R39 License and Collaboration Agreement - Narrative HTML 132K
(Details)
53: R40 License and Collaboration Agreement - Contract HTML 46K
Assets and Liabilities (Details)
54: R41 Fair Value Measurements (Details) HTML 51K
55: R42 Cash Equivalents and Marketable Securities - Cash HTML 49K
Equivalents and Marketable Securities (Details)
56: R43 Cash Equivalents and Marketable Securities - HTML 35K
Classification of Cash Equivalents and Marketable
Securities (Details)
57: R44 Balance Sheet Components - Prepaid Expenses and HTML 38K
Other Current Assets (Details)
58: R45 Balance Sheet Components - Property and Equipment, HTML 48K
Net (Details)
59: R46 Balance Sheet Components - Accrued Expenses and HTML 36K
Other Payables (Details)
60: R47 Research Collaboration and License Agreement HTML 38K
(Details)
61: R48 Leases - Agreement (Details) HTML 47K
62: R49 Leases - Supplemental balance sheet information HTML 33K
(Details)
63: R50 Leases - Weighted average lease term and discount HTML 30K
rate (Details)
64: R51 Leases - Lease cost information (Details) HTML 32K
65: R52 Leases - Supplemental cash flow information HTML 30K
(Details)
66: R53 Leases - Future lease payments required under HTML 34K
lease obligations (Details)
67: R54 Commitments and Contingencies (Details) HTML 48K
68: R55 Stockholders' Equity (Details) HTML 127K
69: R56 Equity Plans - Narrative (Details) HTML 85K
70: R57 Equity Plans - Stock Option Activity (Details) HTML 87K
71: R58 Equity Plans - Stock Options Valuation Assumptions HTML 50K
(Details)
72: R59 Equity Plans - Restricted and Performance Stock HTML 78K
Units - (Details)
73: R60 Equity Plans - Performance Stock Units (Details) HTML 57K
74: R61 Equity Plans - Employee Stock Purchase Plan 2016 HTML 65K
ESPP (Details)
75: R62 Equity Plans - Stock-based Compensation Expense HTML 38K
(Details)
76: R63 401(k) Plan (Details) HTML 31K
77: R64 Income Taxes - Additional Information (Details) HTML 45K
78: R65 Income Taxes - Provision and Components of Net HTML 36K
Loss (Details)
79: R66 Income Taxes - Components of Federal, State and HTML 30K
Foreign Income Tax Expense (Benefit) (Details)
80: R67 Income Taxes - Provision Difference from Federal HTML 42K
Statutory Rate (Details)
81: R68 Income Taxes - Components of Deferred Tax Assets HTML 53K
and Valuation Allowance (Details)
82: R69 Income Taxes - Net Operating Loss Carryforwards HTML 38K
(Details)
83: R70 Income Taxes - Research and Development Tax Credit HTML 35K
Carryforwards (Details)
84: R71 Income Taxes - Unrecognized Tax Benefits (Details) HTML 35K
85: R72 Net Loss per Share - Computation (Details) HTML 57K
86: R73 Net Loss per Share - Antidilutive Securities HTML 42K
(Details)
87: R74 Subsequent Event (Details) HTML 41K
88: R75 Pay vs Performance Disclosure HTML 38K
89: R76 Insider Trading Arrangements HTML 41K
91: XML IDEA XML File -- Filing Summary XML 168K
94: XML XBRL Instance -- ptgx-20231231x10k_htm XML 2.41M
90: EXCEL IDEA Workbook of Financial Report Info XLSX 175K
10: EX-101.CAL XBRL Calculations -- ptgx-20231231_cal XML 174K
11: EX-101.DEF XBRL Definitions -- ptgx-20231231_def XML 725K
12: EX-101.LAB XBRL Labels -- ptgx-20231231_lab XML 1.38M
13: EX-101.PRE XBRL Presentations -- ptgx-20231231_pre XML 1.13M
9: EX-101.SCH XBRL Schema -- ptgx-20231231 XSD 208K
92: JSON XBRL Instance as JSON Data -- MetaLinks 517± 802K
93: ZIP XBRL Zipped Folder -- 0001558370-24-001850-xbrl Zip 1.00M
Exhibit 97.1
PROTAGONIST THERAPEUTICS, INC.
COMPENSATION RECOUPMENT (CLAWBACK) POLICY
(as
adopted November 28, 2023)
Recoupment of Incentive-Based Compensation
It is the policy of Protagonist Therapeutics, Inc. (the “Company”) that, in the event the Company is required to prepare an accounting restatement of the Company’s financial statements due to material non-compliance with any financial reporting requirement under the federal securities laws (including any such correction that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period), the Company will recover on a reasonably prompt basis the amount of any Incentive-Based Compensation Received by a Covered Executive during the Recovery Period that exceeds the amount that otherwise would have been Received had it been determined based on the restated financial statements.
Policy Administration and Definitions
This Policy is administered by the Compensation Committee (the “Committee”) of the Company’s Board of Directors, subject to ratification by the independent members of the Board of Directors with respect to application of this Policy to the Company’s Chief Executive Officer, and is intended to comply with, and as applicable to be administered and interpreted consistent with, and subject to the exceptions set forth in, Listing Standard 5608 adopted by The Nasdaq Stock Market to implement Rule 10D-1 under the Securities Exchange Act of 1934, as amended (collectively, “Rule 10D-1”).
For purposes of this Policy:
“Incentive-Based Compensation” means any compensation granted, earned, or vested based in whole or in part on the Company’s attainment of a financial reporting measure that was Received by a person (i) on or after October 2, 2023 and after the person began service as a Covered Executive, and (ii) who served as a Covered Executive at any time during the performance period for the Incentive-Based Compensation. A financial reporting measure is (i) any measure that is determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements and any measure derived wholly or in part from such a measure, and (ii) any measure based in whole or in part on the Company’s stock price or total shareholder return.
Incentive-Based Compensation is deemed to be “Received” in the fiscal period during which the relevant financial reporting measure is attained, regardless of when the compensation is actually paid or awarded.
“Covered Executive” means any “executive officer” of the Company as defined under Rule 10D-1.
“Recovery Period” means the three completed fiscal years immediately preceding the date that the Company is required to prepare the accounting restatement described in this Policy, all as determined pursuant to Rule 10D-1, and any transition period of less than nine months that is within or immediately following such three fiscal years.
If the Committee determines the amount of Incentive-Based Compensation Received by a Covered Executive during a Recovery Period exceeds the amount that would have been Received if determined or calculated based on the Company’s restated financial results, such excess amount of Incentive-Based Compensation shall be subject to recoupment by the Company pursuant to this Policy. For Incentive-Based Compensation based on stock price or total shareholder return, where the amount of erroneously awarded compensation is not subject to mathematical recalculation directly from the information in an accounting restatement, the Committee will determine the amount based on a reasonable estimate of the effect of the accounting restatement on the relevant stock price or total shareholder return. In all cases, the calculation of the excess amount of Incentive-Based Compensation to be recovered will be determined without regard to any taxes paid with respect to such compensation. The Company will maintain and will provide to The Nasdaq Stock Market documentation of all determinations and actions taken in complying with this Policy. Any determinations made by the Committee under this Policy shall be final and binding on all affected individuals.
The Company may effect any recovery pursuant to this Policy by requiring payment of such amount(s) to the Company, by set-off, by reducing future compensation, or by such other means or combination of means as the Committee determines to be appropriate. The Company need not recover the excess amount of Incentive-Based Compensation if and to the extent that the Committee determines that such recovery is impracticable, subject to and in accordance with any applicable exceptions under The NASDAQ Stock Market listing rules, and not required under Rule 10D-1, including if the Committee determines that the direct expense paid to a third party to assist in enforcing this Policy would exceed the amount to be recovered after making a reasonable attempt to recover such amounts. The Company is authorized to take appropriate steps to implement this Policy with respect to Incentive-Based Compensation arrangements with Covered Executives.
Any right of recoupment or recovery pursuant to this Policy is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the Company pursuant to the terms of any other policy, any employment agreement or plan or award terms, and any other legal remedies available to the Company; provided that the Company shall not recoup amounts pursuant to such other policy, terms or remedies to the extent it is recovered pursuant to this Policy. The Company shall not indemnify any Covered Executive against the loss of any Incentive-Based Compensation pursuant to this Policy.
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/27/24 | 8-K | ||
| For Period end: | 12/31/23 | |||
| 11/28/23 | ||||
| 10/2/23 | ||||
| List all Filings | ||||