Kezar Life Sciences Files 8-K with Corporate Updates

TL;DR

Kezar Life Sciences filed an 8-K on 10/28/24 for corporate changes and financial docs.

AI Summary

Kezar Life Sciences, Inc. filed an 8-K on October 28, 2024, reporting material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located at 4000 Shoreline Court, Suite 300, South San Francisco, California.

Why It Matters

This 8-K filing indicates potential changes to Kezar Life Sciences' corporate structure or security holder rights, which could impact investors and the company's governance.

Risk Assessment

Risk Level: low — This filing is a routine corporate disclosure and does not appear to contain immediate negative financial or operational news.

Key Numbers

• 001-38542 — SEC File Number (Identifies the company's filing history with the SEC.)
• 47-3366145 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Kezar Life Sciences, Inc. (company) — Registrant
• October 28, 2024 (date) — Date of earliest event reported
• 4000 Shoreline Court, Suite 300, South San Francisco, California 94080 (location) — Principal Executive Offices
• Delaware (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value KZR The Nasdaq Stock Mark

Filing Documents

• kzr-20241028.htm (8-K) — 48KB
• kzr-ex3_1.htm (EX-3.1) — 13KB
• kzr-ex99_1.htm (EX-99.1) — 10KB
• 0000950170-24-117723.txt ( ) — 189KB
• kzr-20241028.xsd (EX-101.SCH) — 24KB
• kzr-20241028_htm.xml (XML) — 5KB

03 Material Modification to Rights of Security Holders

Item 3.03 Material Modification to Rights of Security Holders. As previously reported, on June 18, 2024, Kezar Life Sciences, Inc. (the "Company") held its annual stockholder meeting (the "Annual Meeting") at which the Company's stockholders approved a proposal, described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 26, 2024, to amend the Company's amended and restated certificate of incorporation to effect, at the discretion of the Company's board of directors (the "Board"), a reverse stock split of the Company's issued and outstanding common stock at a ratio in the range of one-for-two to one-for-twenty, such ratio to be determined at the discretion of the Board, and with such reverse stock split to be effected within the 12-month period following the Annual Meeting, if at all, as determined by the Board in its sole discretion. On September 23, 2024, the Board approved a reverse stock split of the Company's common stock at a ratio of one-for-ten (the "Reverse Stock Split"). On October 28, 2024, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment of its Amended and Restated Certificate of Incorporation (the "Charter Amendment") to effect the Reverse Stock Split. The Charter Amendment will become effective at 5:00 p.m. Eastern Time on October 29, 2024 (the "Effective Time"). The Charter Amendment provides that, at the Effective Time, every ten shares of the Company's issued and outstanding common stock will automatically be combined into one issued and outstanding share of common stock. There will be no change in total number of shares of common stock authorized for issuance by the Company, nor a change in par value per share. No fractional shares will be issued as a result of the Reverse Stock Split. Instead, stockholders who would otherwise be entitled to receive a fractional share will be entitled to the rounding up of the fractional share to the

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information set forth in Item 3.03 of this Current Report on Form 8-K is incorporated by reference herein.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company 99.1 Press release of the Company, dated October 28, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized. KEZAR LIFE SCIENCES, INC. Date: October 28, 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