Schrodinger Enters Material Definitive Agreement

TL;DR

**Schrodinger just signed a big deal, keep an eye out for details on what it means for their business!**

AI Summary

Schrodinger, Inc. filed an 8-K on February 28, 2024, to report the entry into a material definitive agreement. The filing indicates the company's business address is 1540 Broadway, 24th Floor, New York, NY 10036, and its telephone number is (212) 295-5800. The report was filed under the Securities Exchange Act of 1934, with a Commission File Number of 001-39206.

Why It Matters

This filing signals a significant new commitment for Schrodinger, which could impact its future operations, financial performance, or strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, but without specific details, the nature and potential impact of the agreement remain unknown, posing a moderate risk.

Key Players & Entities

• Schrodinger, Inc. (company) — Registrant
• February 28, 2024 (date) — Date of earliest event reported
• 1540 Broadway, 24th Floor, New York, NY 10036 (company) — Principal executive offices address
• (212) 295-5800 (dollar_amount) — Registrant's telephone number
• 001-39206 (dollar_amount) — Commission File Number

FAQ

Key Financial Figures

• $0.01 — ich registered Common stock, par value $0.01 per share SDGR The Nasdaq Stock Market
• $250.0 million — ng an aggregate offering price of up to $250.0 million under the Sales Agreement. The Sales Ag

Filing Documents

• sdgr-20240228.htm (8-K) — 32KB
• exhibit11-arsalesagreement.htm (EX-1.1) — 285KB
• 0001490978-24-000020.txt ( ) — 504KB
• sdgr-20240228.xsd (EX-101.SCH) — 2KB
• sdgr-20240228_lab.xml (EX-101.LAB) — 24KB
• sdgr-20240228_pre.xml (EX-101.PRE) — 13KB
• sdgr-20240228_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On February 28, 2024, Schrdinger, Inc., a Delaware corporation (the " Company "), entered into an Amended and Restated Sales Agreement (the " Sales Agreement ") with Leerink Partners LLC, as agent (" Leerink Partners "), pursuant to which the Company may offer and sell shares of its common stock, $0.01 par value per share (the " Common Stock "), from time to time through Leerink Partners. The shares of Common Stock to be sold under the Sales Agreement (the " Shares "), if any, may be issued and sold pursuant to the Company's shelf Registration Statement on Form S-3ASR (File No. 333-277479), which became automatically effective upon filing on February 28, 2024 (the " Registration Statement "), and a prospectus, dated February 28, 2024, relating to the Shares, which forms a part of the Registration Statement (the " Prospectus "). Pursuant to the Prospectus, the Company may offer and sell Shares through Leerink Partners having an aggregate offering price of up to $250.0 million under the Sales Agreement. The Sales Agreement amends and restates the sales agreement the Company previously entered into with Leerink Partners on May 24, 2023 (the " Prior Sales Agreement "), which is no longer in effect. The Company did not sell any shares of its Common Stock under the Prior Sales Agreement. Upon delivery of a placement notice and subject to the terms and conditions of the Sales Agreement, Leerink Partners may sell the Shares by any method permitted that is deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Company or Leerink Partners may suspend or terminate the offering of the Shares upon notice to the other party, subject to certain conditions. Leerink Partners will act as sales agent using commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations a

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit Number Description 1.1 Amended and Restated Sales Agreement, dated as of February 28, 2024, by and between Schrdinger, Inc. and Leerink Partners LLC . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Schrdinger, Inc. Date: February 28, 2024 By: /s/ Yvonne Tran Yvonne Tran Chief Legal Officer and Corporate Secretary 2

View Full Filing

View this 8-K filing on SEC EDGAR