Kezar Life Sciences Files 8-K

TL;DR

Kezar Life Sciences dropped an 8-K on 10/17/24 covering material agreements and financials.

AI Summary

Kezar Life Sciences, Inc. filed an 8-K on October 17, 2024, reporting on several items including entry into a material definitive agreement, results of operations and financial condition, and other events. The filing indicates the company is incorporated in Delaware and its fiscal year ends on December 31st.

Why It Matters

This 8-K filing provides updates on Kezar Life Sciences' operational and financial status, which is crucial for investors to assess the company's performance and future prospects.

Risk Assessment

Risk Level: low — This filing is a standard 8-K reporting routine corporate events and financial updates, not indicating any immediate or significant new risks.

Key Numbers

• 1231 — Fiscal Year End (Indicates the end of the company's financial reporting year.)

Key Players & Entities

• Kezar Life Sciences, Inc. (company) — Registrant
• October 17, 2024 (date) — Date of Report
• Delaware (jurisdiction) — State of Incorporation
• December 31 (date) — Fiscal Year End
• 4000 Shoreline Court, Suite 300 (address) — Business Address
• South San Francisco, California (location) — Business Location

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value KZR The Nasdaq Stock Mark
• $1.10 — Common Stock for cash consideration of $1.10 per share, plus a contingent value righ
• $7 — one-thousandth of a Preferred Share for $7.16, subject to adjustment (the "Exercis
• $1,000 — quidation payment of the greater of (a) $1,000 per Preferred Share, plus an amount equ
• $148 million — f September 30, 2024 were approximately $148 million. A copy of the press release is furnish

Filing Documents

• d881241d8k.htm (8-K) — 53KB
• d881241dex31.htm (EX-3.1) — 21KB
• d881241dex41.htm (EX-4.1) — 274KB
• d881241dex991.htm (EX-99.1) — 11KB
• d881241dex992.htm (EX-99.2) — 9KB
• g881241g1017092820065.jpg (GRAPHIC) — 3KB
• g881241g1017093118010.jpg (GRAPHIC) — 3KB
• 0001193125-24-238562.txt ( ) — 593KB
• kzr-20241017.xsd (EX-101.SCH) — 3KB
• kzr-20241017_lab.xml (EX-101.LAB) — 18KB
• kzr-20241017_pre.xml (EX-101.PRE) — 11KB
• d881241d8k_htm.xml (XML) — 4KB

01 above is incorporated herein by reference

Item 1.01 above is incorporated herein by reference. Item5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year. In connection with the adoption of the Rights Agreement referenced in Item 1.01 above, the Board approved the Certificate of Designations establishing the Preferred Shares and the rights, preferences and privileges thereof. The Certificate of Designations was filed with the Secretary of State of the State of Delaware on October 17, 2024. The Certificate of Designations is attached hereto as Exhibit 3.1 and is incorporated herein by reference. The information set forth under Item 1.01 above is incorporated herein by reference. Item8.01 Other Events. On October 17, 2024, the Company issued a press release providing an update on the zetomipzomib development program and issued a press release announcing the Board's unanimous rejection of the Concentra Proposal and the adoption of the Rights Agreement. The full text of the press releases is attached as Exhibit 99.1 and 99.2, respectively, to this Current Report on Form 8-K, and is incorporated herein by reference. Item9.01

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 3.1 Certificate of Designation of Series A Junior Participating Preferred Stock filed with the Secretary of State of the State of Delaware on October 17, 2024 4.1* Rights Agreement, dated as of October 17, 2024 between Kezar Life Sciences, Inc. and Computershare Trust Company, N.A., which includes the form of Certificate of Designation as Exhibit A, the form of Right Certificate as Exhibit B and the Summary of Rights to Purchase Preferred Shares as Exhibit C 99.1 Press Release of Kezar Life Sciences, Inc., dated October 17, 2024 99.2 Press Release of Kezar Life Sciences, Inc., dated October 17, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Certain exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K. Kezar will furnish supplementally a copy of any omitted exhibit to the SEC upon request. Kezar may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any exhibits so furnished.

SIGNATURES

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. KEZAR LIFE SCIENCES, INC. Dated: October 17, 2024 By: /s/ Marc L. Belsky Marc L. Belsky Chief Financial Officer and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR