|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/09/22 Y-mAbs Therapeutics, Inc. 10-Q 3/31/22 85:7.2M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 1.13M
5: EX-10.10 Material Contract HTML 71K
6: EX-10.11 Material Contract HTML 41K
2: EX-10.7 Material Contract HTML 37K
3: EX-10.8 Material Contract HTML 67K
4: EX-10.9 Material Contract HTML 48K
7: EX-31.1 Certification -- §302 - SOA'02 HTML 29K
8: EX-31.2 Certification -- §302 - SOA'02 HTML 29K
9: EX-32.1 Certification -- §906 - SOA'02 HTML 25K
10: EX-32.2 Certification -- §906 - SOA'02 HTML 25K
16: R1 Document and Entity Information HTML 77K
17: R2 Consolidated Balance Sheets HTML 120K
18: R3 Consolidated Balance Sheets (Parenthetical) HTML 36K
19: R4 Consolidated Statements of Net Income (Loss) and HTML 90K
Comprehensive Income (Loss)
20: R5 Consolidated Statements of Changes in HTML 69K
Stockholders' Equity
21: R6 Consolidated Statements of Cash Flows HTML 95K
22: R7 Organization and Description of Business HTML 26K
23: R8 Basis of Presentation HTML 31K
24: R9 Summary of Significant Accounting Policies HTML 81K
25: R10 Product Revenue HTML 54K
26: R11 Net Loss Per Share HTML 47K
27: R12 Inventories HTML 57K
28: R13 Intangible Assets HTML 26K
29: R14 Accrued Liabilities HTML 42K
30: R15 License Agreements and Commitments HTML 134K
31: R16 Stockholders' Equity HTML 33K
32: R17 Share-Based Compensation HTML 89K
33: R18 Related Party Transactions HTML 26K
34: R19 Income Taxes HTML 29K
35: R20 Other Benefits HTML 25K
36: R21 Gain From Sale of Priority Review Voucher HTML 26K
37: R22 Subsequent Events HTML 26K
38: R23 Summary of Significant Accounting Policies HTML 110K
(Policies)
39: R24 Summary of Significant Accounting Policies HTML 60K
(Tables)
40: R25 Product Revenue (Tables) HTML 48K
41: R26 Net Loss Per Share (Tables) HTML 45K
42: R27 Inventories (Tables) HTML 56K
43: R28 Accrued Liabilities (Tables) HTML 41K
44: R29 License Agreements and Commitments (Tables) HTML 122K
45: R30 Share-Based Compensation (Tables) HTML 83K
46: R31 BASIS OF PRESENTATION - Accumulated deficit HTML 26K
(Details)
47: R32 BASIS OF PRESENTATION - Secondary public offering HTML 36K
(Details)
48: R33 BASIS OF PRESENTATION - Cash and cash equivalents HTML 25K
(Details)
49: R34 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 31K
Concentration of Credit Risk (Details)
50: R35 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair HTML 41K
Value Measurement (Details)
51: R36 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 24K
Operating Leases (Details)
52: R37 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 27K
Revenue and Segment (Details)
53: R38 PRODUCT REVENUE - Discounts and Allowances HTML 60K
(Details)
54: R39 PRODUCT REVENUE - Concentrations (Details) HTML 34K
55: R40 NET LOSS PER SHARE - Basic and diluted (Details) HTML 50K
56: R41 NET LOSS PER SHARE - Anti-dilutive securities HTML 25K
(Details)
57: R42 Inventories (Details) HTML 39K
58: R43 Intangible Assets (Details) HTML 42K
59: R44 Accrued Liabilities (Details) HTML 37K
60: R45 LICENSE AGREEMENTS AND COMMITMENTS - License HTML 63K
Agreements (Details)
61: R46 LICENSE AGREEMENTS AND COMMITMENTS - Other HTML 41K
agreements (Details)
62: R47 LICENSE AGREEMENTS AND COMMITMENTS - Lease HTML 63K
agreements (Details)
63: R48 LICENSE AGREEMENTS AND COMMITMENTS - Lease costs HTML 32K
(Details)
64: R49 LICENSE AGREEMENTS AND COMMITMENTS - Lease HTML 40K
maturities (Details)
65: R50 LICENSE AGREEMENTS AND COMMITMENTS - Lease term HTML 27K
and discount rate (Details)
66: R51 STOCKHOLDERS' EQUITY - Authorized, Common and HTML 42K
Preferred Stock (Details)
67: R52 STOCKHOLDERS' EQUITY - Stock grant agreements with HTML 57K
non-employees (Details)
68: R53 STOCKHOLDERS' EQUITY - Issuance of common stock HTML 36K
(Details)
69: R54 SHARE-BASED COMPENSATION - 2015 Plan (Details) HTML 33K
70: R55 SHARE-BASED COMPENSATION - 2018 Plan (Details) HTML 43K
71: R56 SHARE-BASED COMPENSATION - Stock-based HTML 39K
compensation expense (Details)
72: R57 SHARE-BASED COMPENSATION - Stock option activity HTML 57K
(Details)
73: R58 SHARE-BASED COMPENSATION - Stock option HTML 30K
unrecognized compensation (Details)
74: R59 SHARE-BASED COMPENSATION - Restricted Stock Unit HTML 53K
Activity (Details)
75: R60 Related Party Transactions (Details) HTML 37K
76: R61 INCOME TAXES - Loss before income taxes (Details) HTML 33K
77: R62 INCOME TAXES - Uncertain tax positions (Details) HTML 27K
78: R63 Other Benefits (Details) HTML 30K
79: R64 Gain From Sale of Priority Review Voucher HTML 36K
(Details)
80: R65 Subsequent Events (Details) HTML 31K
83: XML IDEA XML File -- Filing Summary XML 144K
81: XML XBRL Instance -- ymab-20220331x10q_htm XML 1.38M
82: EXCEL IDEA Workbook of Financial Reports XLSX 86K
12: EX-101.CAL XBRL Calculations -- ymab-20220331_cal XML 135K
13: EX-101.DEF XBRL Definitions -- ymab-20220331_def XML 489K
14: EX-101.LAB XBRL Labels -- ymab-20220331_lab XML 1.14M
15: EX-101.PRE XBRL Presentations -- ymab-20220331_pre XML 841K
11: EX-101.SCH XBRL Schema -- ymab-20220331 XSD 174K
84: JSON XBRL Instance as JSON Data -- MetaLinks 349± 505K
85: ZIP XBRL Zipped Folder -- 0001558370-22-007851-xbrl Zip 324K
Exhibit 10.11
ADDENDUM TO
EMPLOYMENT CONTRACT
Between
Y-mAbs Therapeutics A/S
Agern Allé 11
2970 Hørsholm
(the “Employer")
and
(the “Employee”)
(collectively the “Parties")
With effect from March 10, 2021, the Employment Contract entered into between the Parties (with previous amendments, the “Employment Contract”) shall be amended as follows:
1. | Additional Clause (take-over protection) |
The following shall be added as a new Clause 16 to the Contract:
“16. Termination Upon Change in Control.
16.1 Definitions
“Company” means Y-mAbs Therapeutics, Inc., a Delaware corporation, or any successor.
“Change in Control” shall mean any of the following events:
i. | An acquisition (other than directly from the Company) of any voting securities of the Company (the “Voting Securities”) other than in a “Non-Control Acquisition” (as defined below) by any “Person” (as the term “person” is used for purposes of Section 13(d) or 14(d) of the US Securities Exchange Act of 1934, as amended, (the “1934 Act”)) which results in such Person first attaining “Beneficial Ownership” (within the meaning of Rule 13d-3 promulgated under the 1934 Act) of fifty-one percent (51%) or more of the combined voting power of the Company’s then outstanding Voting Securities. For purposes of the foregoing, a “Non-Control Acquisition” shall mean an acquisition by (i) an employee benefit plan (or a trust forming a part thereof) maintained by (x) the Company or (y) any corporation or other Person of which a majority of its voting power or its equity securities or equity interest is owned directly or indirectly by the Company (a “Subsidiary”), or (ii) the Company or any Subsidiary. |
2
ii. | The individuals who, as of January 1, 2020, were members of the Board (the “Incumbent Board”) cease for any reason to constitute at least 66 2/3% of the Board; provided, however, that if the election, or a nomination for election by the Company’s shareholders, of any new director was approved by a vote of at least 66 2/3% of the Incumbent Board, such new director shall be considered as a member of the Incumbent Board; provided further, however, that no individual shall be considered a member of the Incumbent Board if such individual initially assumed office as a result of either an actual or threatened “Election Contest” (as described in Rule 14a-11 promulgated under the 1934 Act) or other actual or threatened solicitation of the proxies or consents by or on behalf of a Person other than the Board (a “Proxy Contest”) including by reason of any agreement intended to avoid or settle any Election Contest or Proxy Contest; or |
iii. | The consummation of a transaction approved by the Company’s shareholders and involving: (1) a merger, consolidation or reorganization in which the Company is a constituent corporation, unless (i) the shareholders of the Company, immediately before such merger, consolidation or reorganization, own, directly or indirectly immediately following such merger, consolidation or reorganization, at least sixty-six and two-thirds percent (66-2/3%) of the combined voting power of the outstanding voting securities of the corporation resulting from such merger, consolidation or reorganization (the “Surviving Corporation”) in substantially the same proportion as their ownership of the voting securities immediately before such merger, consolidation or reorganization, (ii) the individuals who were members of the Incumbent Board immediately prior to the execution of the agreement providing for such merger, consolidation or reorganization constitute at least 66 2/3% of the members of the board of directors of the Surviving Corporation, and (iii) no Person other than (w) the Company, |
(x) any Subsidiary, (y) any employee benefit plan (or any trust forming a part thereof) maintained by the Company, the Surviving Corporation or any Subsidiary, or (z) any Person who, immediately prior to such merger, consolidation or reorganization had Beneficial Ownership of fifty-one percent (51%) or more of the then outstanding Voting Securities, has Beneficial Ownership of fifty-one percent (51%) or more of the combined voting power of the Surviving Corporation’s then outstanding voting securities (a transaction described in clauses
(i) and (ii) shall herein be referred to as a “Non-Control Transaction”); (2) a complete liquidation or dissolution of the Company; or (3) an agreement for the sale or other disposition of all or substantially all of the assets of the Company to any Person (other than a transfer to a Subsidiary).
iv. | Notwithstanding the foregoing, a Change in Control shall not be deemed to occur solely because the level of Beneficial Ownership held by any Person (the “Subject Person”) exceeds the designated percentage threshold of the outstanding Voting Securities as a result of a repurchase or other acquisition of Voting Securities by the Company reducing the number of shares outstanding, provided that if a Change in Control would occur (but for the operation of this sentence) as a result of the acquisition of Voting Securities by the Company, and after such share acquisition, the Subject Person becomes the Beneficial Owner of any additional Voting Securities which, assuming the repurchase or |
3
other acquisition had not occurred, increases the percentage of the then outstanding Voting Securities Beneficially Owned by the Subject Person over the designated percentage threshold, then a Change in Control shall occur.
16.2. | Right to terminate. |
The Employee shall have the right to terminate this Employment Contract, for any reason, on one (1) month’s written notice to the end of a month to the Employer in the event of a Change in Control; provided, however, that such termination right must be exercised by the Employee within twelve (12) months following such Change in Control.
16.3. | Benefits. |
In the event this Employment Contract is terminated (a) by the Employee pursuant to Clause 16.2 for any reason, or (b) by the Employer within twelve (12) months following a Change in Control unless such termination is caused by a material breach by the Employee of the terms of employment, then (for both (a) and (b)) the Employer shall provide the Employee the following benefits:
i. | Amount: In addition to all compensation for services rendered by Employee to the Employer up to the effective date of termination and any other claims for compensation that may exist, the Employer shall pay to Employee, no later than the effective date of termination, a single lump-sum payment in an amount equal to (i) six |
(6) times Employee’s highest monthly base compensation paid hereunder during the preceding twelve (12) month period, plus (ii) the Employee’s annual bonus received by the Employee during the preceding year (for 2020 the bonus amount shall be determined as the unprorated amount that the Employee would have received had he been employed for the entire 2020).
ii. | Acceleration of Options: All of the Employee’s outstanding options and/or equity awards shall become fully and immediately vested to the extent not already so provided under the terms of such options and equity awards.” |
2. | Misc. |
2.1.Apart from the changes specifically set forth above, all terms and conditions of the Employment Contract (as previously amended) remain in full force and effect.
2.2.This addendum to the Employment Contract shall be signed by both Parties, and the original shall be kept by the Employer. The Employee shall receive a duplicate copy hereof.
| | | | | | |
Date: March 12th, 2021 | | 2021 | | Date: | March 12th, 2021 | |
| | | | | | |
Y-mAbs Therapeutics A/S | | | | The Employee: | | |
| | | | | | |
| | | | | | |
/s/ CLAUS MØLLER | | | | /s/ VIGNESH RAJAH | | |
Claus Møller, CEO | | | | | ||
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 5/9/22 | 8-K | ||
| For Period end: | 3/31/22 | |||
| 3/10/21 | 4 | |||
| 1/1/20 | 3 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/29/24 Y-mAbs Therapeutics, Inc. 10-K 12/31/23 101:10M Toppan Merrill Bridge/FA 3/30/23 Y-mAbs Therapeutics, Inc. 10-K 12/31/22 106:10M Toppan Merrill Bridge/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/26/18 Y-mAbs Therapeutics, Inc. 8-K:5,7,9 9/25/18 4:284K Toppan Merrill/FA 8/24/18 Y-mAbs Therapeutics, Inc. S-1 31:12M Toppan Merrill-FA |