CMPI / Checkmate Pharmaceuticals Inc - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Checkmate Pharmaceuticals Inc
US ˙ NASDAQ
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1651431
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Checkmate Pharmaceuticals Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
June 10, 2022 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39425 Checkmate Pharmaceuticals, Inc. (Exact name of registrant as speci

June 7, 2022 SC 13D/A

CMPI / Checkmate Pharmaceuticals Inc / GARDNER LEWIS ASSET MANAGEMENT L P - SCHEDULE 13D - AMENDMENT NO. 1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $ 0.0001 par value (Title of Class of Securities) 162818108 (CUSIP Number) Gardner Lewis Asset Management, L.P. Attn: Len Sorgini, Chief Compliance Officer 285 Wilmington West Chester Pike, C

June 7, 2022 SC 13G/A

CMPI / Checkmate Pharmaceuticals Inc / venBio Global Strategic Fund II L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 162818108 (CUSIP Number) May 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

June 3, 2022 SC 13D

CMPI / Checkmate Pharmaceuticals Inc / GARDNER LEWIS ASSET MANAGEMENT L P - SCHEDULE 13D - CHECKMATE PHARMACEUTICALS, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $ 0.0001 par value (Title of Class of Securities) 162818108 (CUSIP Number) Gardner Lewis Asset Management, L.P. Attn: Len Sorgini, Chief Compliance Officer 285 Wilmington West Chester Pike, Ch

June 3, 2022 SC 13D/A

CMPI / Checkmate Pharmaceuticals Inc / Novo Holdings A/S - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 162818 108 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to:

May 31, 2022 EX-3.2

Third Amended and Restated Bylaws of Checkmate Pharmaceuticals, Inc. (filed herewith).

Exhibit 3.2 THIRD AMENDED AND RESTATED BY-LAWS of CHECKMATE PHARMACEUTICALS, INC. dated as of May 31, 2022 TABLE OF CONTENTS ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE 1 SECTION 2. OTHER OFFICES 1 ARTICLE II MEETINGS OF STOCKHOLDERS SECTION 1. ANNUAL MEETINGS 1 SECTION 2. SPECIAL MEETINGS 1 SECTION 3. VOTING 1 SECTION 4. QUORUM 2 SECTION 5. NOTICE OF MEETINGS 2 SECTION 6. ACTION WITHOUT MEETIN

May 31, 2022 EX-99.(A)(5)(A)

Press Release dated May 31, 2022.

Exhibit (a)(5)(A) Press Release Regeneron Completes Acquisition of Checkmate Pharmaceuticals Acquisition strengthens Regeneron?s innovative portfolio of immuno-oncology candidates and diversified approach to cancer treatment Tarrytown, N.

May 31, 2022 S-8 POS

As filed with the Securities and Exchange Commission on May 31, 2022

As filed with the Securities and Exchange Commission on May 31, 2022 No. 333-263963 No. 333-254829 No. 333-244375 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-263963 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-254829 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRAT

May 31, 2022 S-8 POS

As filed with the Securities and Exchange Commission on May 31, 2022

As filed with the Securities and Exchange Commission on May 31, 2022 No. 333-263963 No. 333-254829 No. 333-244375 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-263963 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-254829 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRAT

May 31, 2022 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) CHECKMATE PHARMACEUTICALS, INC. (Name of Subj

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) CHECKMATE PHARMACEUTICALS, INC. (Name of Subject Company) SCANDINAVIAN ACQUISITION SUB, INC. (Offeror) REGENERON PHARMACEUTICALS, INC. (Parent of Offeror) (Names of Filing Persons) Common stock,

May 31, 2022 SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 3) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 3) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Checkmate Pharmaceuticals, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Cla

May 31, 2022 POS AM

As filed with the Securities and Exchange Commission on May 31, 2022

As filed with the Securities and Exchange Commission on May 31, 2022 No. 333-259353 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT NO. 333-259353 UNDER THE SECURITIES ACT OF 1933 Checkmate Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 37-1657129 (State or other jurisdi

May 31, 2022 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 31, 2022 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation or orga

May 31, 2022 S-8 POS

As filed with the Securities and Exchange Commission on May 31, 2022

As filed with the Securities and Exchange Commission on May 31, 2022 No. 333-263963 No. 333-254829 No. 333-244375 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-263963 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-254829 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRAT

May 31, 2022 EX-3.1

Fifth Amended and Restated Certificate of Incorporation of Checkmate Pharmaceuticals, Inc. (filed herewith).

Exhibit 3.1 FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHECKMATE PHARMACEUTICALS, INC. ARTICLE I The name of the corporation is Checkmate Pharmaceuticals, Inc. (the ?Corporation?). ARTICLE II The address, including street, number, city, and county, of the registered office of the Corporation in the State of Delaware is the Corporation Trust Company, 1209 Orange Street, City of Wilm

May 20, 2022 SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Checkmate Pharmaceuticals, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Cla

May 20, 2022 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) CHECKMATE PHARMACEUTICALS, INC. (Name of Subj

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) CHECKMATE PHARMACEUTICALS, INC. (Name of Subject Company) SCANDINAVIAN ACQUISITION SUB, INC. (Offeror) REGENERON PHARMACEUTICALS, INC. (Parent of Offeror) (Names of Filing Persons) Common stock,

May 12, 2022 EX-99.1

Checkmate Pharmaceuticals Announces First Quarter 2022 Financial Results and Provides Business Update

EXHIBIT 99.1 Checkmate Pharmaceuticals Announces First Quarter 2022 Financial Results and Provides Business Update CAMBRIDGE, Mass., May 12, 2022 ? Checkmate Pharmaceuticals, Inc. (Nasdaq: CMPI) (?Checkmate?), a clinical stage biopharmaceutical company focused on developing its proprietary technology to harness the power of the immune system to combat cancer, today announced first quarter 2022 fin

May 12, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Commi

May 12, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39425 Checkmate Pharmaceuticals, Inc.

May 11, 2022 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) CHECKMATE PHARMACEUTICALS, INC. (Name of Subj

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) CHECKMATE PHARMACEUTICALS, INC. (Name of Subject Company) SCANDINAVIAN ACQUISITION SUB, INC. (Offeror) REGENERON PHARMACEUTICALS, INC. (Parent of Offeror) (Names of Filing Persons) Common stock,

May 11, 2022 SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Checkmate Pharmaceuticals, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Cla

May 11, 2022 SC 13D/A

CMPI / Checkmate Pharmaceuticals Inc / Novo Holdings A/S - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 162818 108 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592

May 5, 2022 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Cla

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 162818108 (CUSIP Number) May 3, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

May 5, 2022 EX-99.1

JOINT FILING AGREEMENT

CUSIP No. 162818108 Page 11 of 11 EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the common stock of Checkmate Pharmaceuticals, Inc. dated as of October 6, 2020 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance

May 2, 2022 EX-99.(D)(4)

Exclusivity Agreement, dated as of March 22, 2022, by and between Regeneron Pharmaceuticals, Inc. and Checkmate Pharmaceuticals, Inc.

Exhibit (d)(4) Execution Version STRICTLY CONFIDENTIAL March 22, 2022 Checkmate Pharmaceuticals, Inc.

May 2, 2022 EX-99.(A)(1)(B)

Letter of Transmittal.

? ?Exhibit (a)(1)(B)? LETTER OF TRANSMITTAL To Tender Shares of Common Stock of CHECKMATE PHARMACEUTICALS, INC.

May 2, 2022 SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHECKMATE PHARMACEUTICALS, INC. (Name of Subject Company) SCAND

? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549? ? SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934? ? CHECKMATE PHARMACEUTICALS, INC. (Name of Subject Company)? SCANDINAVIAN ACQUISITION SUB, INC. (Offeror)? REGENERON PHARMACEUTICALS, INC. (Parent of Offeror) (Names of Filing Persons)? Common stock, par

May 2, 2022 EX-99.(D)(2)

Confidentiality Agreement dated as of March 22, 2022, between Checkmate Pharmaceuticals, Inc. and Regeneron Pharmaceuticals, Inc.

Exhibit (d)(2) CONFIDENTIAL Execution Version Checkmate Pharmaceuticals, Inc. 245 Main Street, 2nd Floor Cambridge, MA 02142 March 22, 2022 Regeneron Pharmaceuticals, Inc. 777 Old Saw Mill River Road Tarrytown, NY 10591-6707 Confidentiality Agreement In connection with your consideration of a possible negotiated business combination transaction involving Checkmate Pharmaceuticals, Inc. (together w

May 2, 2022 EX-FILING FEES

Filing fee table.

Exhibit 107 Calculation of Filing Fee Tables Schedule TO-T (Rule 14d-100) CHECKMATE PHARMACEUTICALS, INC.

May 2, 2022 EX-99.(A)(1)(A)

Offer to Purchase, dated as of May 2, 2022.

TABLE OF CONTENTS ?Exhibit (a)(1)(A)? Offer to Purchase for Cash All Outstanding Shares of Common Stock of Checkmate Pharmaceuticals, Inc.

May 2, 2022 EX-99.(A)(1)(E)

Summary Advertisement as published in

Exhibit (a)(1)(E) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below).

May 2, 2022 EX-99.(A)(1)(C)

Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.

? ?Exhibit (a)(1)(C)? Offer To Purchase For Cash All Outstanding Shares of Common Stock of CHECKMATE PHARMACEUTICALS, INC.

May 2, 2022 EX-99.(A)(1)(D)

Letter to Clients for Use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.

? ?Exhibit (a)(1)(D)? Offer To Purchase For Cash All Outstanding Shares of Common Stock of CHECKMATE PHARMACEUTICALS, INC.

May 2, 2022 SC 14D9

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Checkmate Pharmaceuticals, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Cla

May 2, 2022 EX-99.(E)(13)

Form of Executive Employment Agreement Amendment.

Exhibit (e)(13) AMENDMENT [NO. 1]1[NO.2]2 TO EXECUTIVE EMPLOYMENT AGREEMENT THIS AMENDMENT [NO. 1][NO. 2] (this ?Amendment?) to that certain Executive Employment Agreement, dated [], by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (the ?Company?), and [] (?Executive?) (the ?Employment Agreement?), [as amended,]3 is made as of [], 2022. W I T N E S S E T H. WHEREAS, the Compa

April 29, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ☐ TRA

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

April 20, 2022 EX-99.4

Announcements by Checkmate and Checkmate’s management via Twitter on April 19, 2022 (incorporated herein by reference to Exhibit 99.4 to the Schedule 14D-9C filed by Checkmate Pharmaceuticals, Inc. on April 20, 2022).

EX-99.4 Exhibit 99.4 Announcements by the Company and the Company’s management via Twitter on April 19, 2022 On April 19, 2022, Checkmate Therapeutics, Inc. (the “Company”) made the following announcements via Twitter regarding the proposed acquisition of the Company by Regeneron Pharmaceuticals, Inc., a New York corporation (“Parent”), and proposed merger of the Company with Scandinavian Acquisit

April 20, 2022 SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Check

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Checkmate Pharmaceuticals, Inc. (Name of Persons Filing Statement) COMMON STOCK, PAR VALUE $ 0.0001 PER SHARE (Title of Class of Securities) 162818108 (CUS

April 20, 2022 EX-99.1

Email from Alan Bash, Chief Executive Officer of Checkmate to employees on April 19, 2022 (incorporated herein by reference to Exhibit 99.1 to the Schedule 14D-9C filed by Checkmate Pharmaceuticals, Inc. on April 20, 2022).

Exhibit 99.1 Email from Alan Bash, Chief Executive Officer of the Company to employees on April 19, 2022 Dear Colleagues, This is an exciting day for Checkmate. A few moments ago, Regeneron Pharmaceuticals and Checkmate Pharmaceuticals issued a joint press release announcing the companies entered into an agreement for Regeneron to acquire Checkmate. The value placed in Checkmate by Regeneron is du

April 20, 2022 EX-99.3

Announcements by Checkmate and Checkmate’s management via LinkedIn on April 19, 2022 (incorporated herein by reference to Exhibit 99.3 to the Schedule 14D-9C filed by Checkmate Pharmaceuticals, Inc. on April 20, 2022).

EX-99.3 Exhibit 99.3 Announcements by the Company and the Company’s management via LinkedIn on April 19, 2022 On April 19, 2022, Checkmate Therapeutics, Inc. (the “Company”) made the following announcements via LinkedIn regarding the proposed acquisition of the Company by Regeneron Pharmaceuticals, Inc., a New York corporation (“Parent”), and proposed merger of the Company with Scandinavian Acquis

April 20, 2022 EX-99.2

Email from Alan Bash, Chief Executive Officer of Checkmate to commercial partners on April 19, 2022 (incorporated herein by reference to Exhibit 99.2 to the Schedule 14D-9C filed by Checkmate Pharmaceuticals, Inc. on April 20, 2022).

Exhibit 99.2 Email from Alan Bash, Chief Executive Officer of the Company to commercial partners on April 19, 2022 To our valued partners, I am writing to update you on exciting and important news about Checkmate Pharmaceuticals. Today we announced that Checkmate has entered into an agreement to be acquired by Regeneron Pharmaceuticals. The news release, which includes more information regarding t

April 20, 2022 SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Checkmate Pharmaceuticals, Inc. (Name of Person(s) Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities

April 19, 2022 SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Compa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Scandinavian Acquisition Sub, Inc. (Offeror) Regeneron Pharmaceuticals, Inc. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.0001 P

April 19, 2022 EX-99.1

TENDER AND SUPPORT AGREEMENT

Exhibit 99.1 EXECUTION VERSION TENDER AND SUPPORT AGREEMENT This TENDER AND SUPPORT AGREEMENT (this ?Agreement?), dated as of April 18, 2022, is entered into by and among Regeneron Pharmaceuticals, Inc., a New York corporation (?Parent?), Scandinavian Acquisition Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (?Purchaser?), and each of the persons set forth on Schedule A h

April 19, 2022 EX-99.2

Social Media Post from April 19, 2022

Exhibit 99.2 [The following communication was made available by Regeneron Pharmaceuticals, Inc. on Twitter.] Forward-Looking Statements This communication includes forward-looking statements that involve risks and uncertainties relating to future events and the future performance of Regeneron Pharmaceuticals, Inc. (?Regeneron?) and Checkmate Pharmaceuticals, Inc. (?Checkmate?) and actual events or

April 19, 2022 EX-99.1

1/6

Exhibit 99.1 Press Release Regeneron to Acquire Checkmate Pharmaceuticals and Its Investigational Immune Activator for Potential Use in Multiple Tumor Types Proposed ~$250 million all-cash acquisition strengthens Regeneron?s portfolio of diverse and combinable immuno-oncology candidates Lead investigational asset vidutolimod is a potential best-in-class TLR9 agonist, with demonstrated clinical res

April 19, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 19, 2022 (April 18, 2022) CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of in

April 19, 2022 EX-99.1

Joint Press Release issued by Regeneron Pharmaceuticals, Inc. and Checkmate Pharmaceuticals, Inc. on April 19, 2022

Exhibit 99.1 Press Release Regeneron to Acquire Checkmate Pharmaceuticals and Its Investigational Immune Activator for Potential Use in Multiple Tumor Types Proposed ~$250 million all-cash acquisition strengthens Regeneron?s portfolio of diverse and combinable immuno-oncology candidates Lead investigational asset vidutolimod is a potential best-in-class TLR9 agonist, with demonstrated clinical res

April 19, 2022 EX-2.1

Agreement and Plan of Merger by and among Regeneron Pharmaceuticals, Inc., Checkmate Pharmaceuticals, Inc. and Scandinavian Acquisition Sub, Inc., dated as of April 18, 2022 (incorporated herein by reference to Exhibit 2.1 to the Form 8-K filed by Checkmate Pharmaceuticals, Inc. on April 19, 2022).

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: Checkmate Pharmaceuticals, Inc., a Delaware corporation; Regeneron Pharmaceuticals, Inc., a New York corporation; and Scandinavian Acquisition Sub, Inc., a Delaware corporation Dated as of April 18, 2022 Table of Contents Section 1 THE OFFER 1.1 The Offer 5 1.2 Company Actions 9 Section 2 MERGER TRANSACTION 2.1 Merger of Purchaser i

April 19, 2022 SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Check

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Name of Subject Company) Checkmate Pharmaceuticals, Inc. (Name of Persons Filing Statement) COMMON STOCK, PAR VALUE $ 0.0001 PER SHARE (Title of Class of Securities) 162818108 (CUS

April 19, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 19, 2022 (April 18, 2022) CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of in

March 30, 2022 EX-99.1

Checkmate Pharmaceuticals Announces Full Year 2021 Financial Results and Provides Business Update Alan Bash, experienced biopharmaceutical executive, appointed President and CEO Clinical trials with vidutolimod (CMP-001) in melanoma, head and neck ca

EXHIBIT 99.1 Checkmate Pharmaceuticals Announces Full Year 2021 Financial Results and Provides Business Update Alan Bash, experienced biopharmaceutical executive, appointed President and CEO Clinical trials with vidutolimod (CMP-001) in melanoma, head and neck cancer indications ongoing; Trial dosing initiated in cohorts for PD-1 refractory non-melanoma skin cancers. Preliminary clinical data read

March 30, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2022 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Com

March 30, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FOR M 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FOR M 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39

March 30, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Checkmate Pharmaceuticals, Inc.

March 30, 2022 S-8

Power of Attorney (included on signature page).

As filed with the Securities and Exchange Commission on March 29, 2022 Registration No.

March 1, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2022 Checkmate Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-39425 36-4813934 (State or Other Jurisdiction of Incorporation or Org

February 14, 2022 SC 13G

CMPI / Checkmate Pharmaceuticals Inc / Decheng Capital Management III (Cayman), LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Checkmate Pharamaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 Par Value (Title of Class of Securities) 162818108 (CUSIP Number) Laura Tse 3000 Sand Hill Road, Building 2, Suite 110 Menlo Park, CA 94025, USA 650-233-0688 (Name, Address and Teleph

February 14, 2022 SC 13G/A

CMPI / Checkmate Pharmaceuticals Inc / CLOUGH CAPITAL PARTNERS L P - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 162818108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Sched

February 14, 2022 EX-99.1

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of February 14, 2022, is by and among Clough Capital Partners L.

February 9, 2022 EX-99.1

Checkmate Pharmaceuticals Appoints Alan Bash as President and CEO Accomplished global biopharmaceutical executive with over 20 years of strategic and operational leadership at Bristol Myers Squibb

Exhibit 99.1 Checkmate Pharmaceuticals Appoints Alan Bash as President and CEO Accomplished global biopharmaceutical executive with over 20 years of strategic and operational leadership at Bristol Myers Squibb CAMBRIDGE, Mass., February 9, 2022 ? Checkmate Pharmaceuticals, Inc. (Nasdaq: CMPI) (?Checkmate?), a clinical stage biopharmaceutical company focused on developing its proprietary technology

February 9, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2022 Checkmate Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-39425 36-4813934 (State or Other Jurisdiction of Incorporation or Orga

February 9, 2022 EX-10.1

Executive Employment Agreement by and between the Registrant and Alan Bash, dated February 1, 2022 (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K (File No. 333-39425) filed on February 9, 2022)

Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?), made and entered into this February 1, 2022, and effective as of March 1, 2022 (the ?Effective Date?), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (?Company?), and Alan Bash (?Executive?). WHEREAS, Company wishes to employ Executive as its President and Chief Executive Officer; WHER

February 1, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 30, 2022 Checkmate Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-39425 36-4813934 (State or Other Jurisdiction of Incorporation or Orga

February 1, 2022 EX-99.1

Checkmate Pharmaceuticals Welcomes Industry Leader Jon Wigginton, M.D. to its Board of Directors

EX-99.1 2 d198795dex991.htm EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Welcomes Industry Leader Jon Wigginton, M.D. to its Board of Directors January 31, 2022 CAMBRIDGE, Mass., Jan. 31, 2022 (GLOBE NEWSWIRE) — Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate”), a clinical stage biopharmaceutical company focused on developing its proprietary technology to harness the power of the immu

December 21, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 16, 2021 Checkmate Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-39425 36-4813934 (State or Other Jurisdiction of Incorporation or Org

December 21, 2021 EX-99.1

Checkmate Pharmaceuticals Strengthens Board of Directors with Appointment of Joy Yan, M.D., Ph.D. Nilesh Kumar, Ph.D. departs Board of Directors upon transition to new role at Wellington Management

EX-99.1 2 d261429dex991.htm EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Strengthens Board of Directors with Appointment of Joy Yan, M.D., Ph.D. Nilesh Kumar, Ph.D. departs Board of Directors upon transition to new role at Wellington Management CAMBRIDGE, Mass., December 20, 2021 – Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate”), a clinical stage biopharmaceutical company focused on

December 14, 2021 EX-99.1

Forward Looking Statement Certain statements in this presentation (“Presentation”) that are not statements of historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examp

Heating Up Cancer Immunotherapy December 2021 Exhibit 99.1 Forward Looking Statement Certain statements in this presentation (?Presentation?) that are not statements of historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of such forward-looking statements include those regarding Checkmate Pharmaceuticals, I

December 14, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 14, 2021 Checkmate Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-39425 36-4813934 (State or Other Jurisdiction of Incorporation or Org

November 12, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REP

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39425 Checkmate Pharmaceuticals, Inc.

November 12, 2021 EX-99.1

Checkmate Pharmaceuticals Announces Third Quarter 2021 Financial Results and Provides Business Update Alan Fuhrman appointed interim President and CEO Clinical trials with vidutolimod (CMP-001) in melanoma, head and neck cancer ongoing Clinical data

EXHIBIT 99.1 Checkmate Pharmaceuticals Announces Third Quarter 2021 Financial Results and Provides Business Update Alan Fuhrman appointed interim President and CEO Clinical trials with vidutolimod (CMP-001) in melanoma, head and neck cancer ongoing Clinical data readouts anticipated in 2022 CAMBRIDGE, Mass., November 12, 2021 ? Checkmate Pharmaceuticals, Inc. (Nasdaq: CMPI) (?Checkmate?), a clinic

November 12, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (

November 1, 2021 SC 13D/A

CMPI / Checkmate Pharmaceuticals Inc / Novo Holdings A/S - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 162818 108 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592

October 27, 2021 EX-99.1

Checkmate Pharmaceuticals Announces CEO Transition – Alan Fuhrman, experienced biotech executive and Checkmate board member, appointed as interim President and CEO –

Exhibit 99.1 Checkmate Pharmaceuticals Announces CEO Transition ? Alan Fuhrman, experienced biotech executive and Checkmate board member, appointed as interim President and CEO ? CAMBRIDGE, Mass., Oct. 27, 2021 ? Checkmate Pharmaceuticals, Inc. (Nasdaq: CMPI) (?Checkmate?), a clinical stage biopharmaceutical company focused on developing its proprietary technology to harness the power of the immun

October 27, 2021 EX-10.2

Interim CEO Agreement between Checkmate Pharmaceuticals, Inc. and Alan Fuhrman, dated as of October 27, 2021.

Exhibit 10.2 October 22, 2021 Via Email Alan Fuhrman Dear Alan: Checkmate Pharmaceuticals, Inc. (the ?Company?) is pleased to extend you an offer of employment as the Interim Chief Executive Officer (?Interim CEO?), reporting to the Board of Directors of the Company (the ?Board?), effective October 27, 2021 (the ?Effective Date?) and continuing until the date that a new Chief Executive Officer (th

October 27, 2021 EX-10.1

Separation Agreement and Release between Checkmate Pharmaceuticals, Inc. and Barry Labinger, dated as of October 27, 2021 (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K (File No. 333-239932) filed on October 27, 2021)

Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (this ?Agreement?) is made between Checkmate Pharmaceuticals, Inc., a Delaware corporation (the ?Company?), and Barry Labinger (the ?Executive?). The Company together with the Executive shall be referred to as the ?Parties?. WHEREAS, the Parties entered into an Employment Agreement dated November 26, 2018 (as amend

October 27, 2021 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 22, 2021 Checkmate Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-39425 36-4813934 (State or Other Jurisdiction of Incorporation or Orga

October 4, 2021 EX-99.1

Forward Looking Statement Certain statements in this presentation (“Presentation”) that are not statements of historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examp

Heating Up Cancer Immunotherapy October 2021 Exhibit 99.1 Forward Looking Statement Certain statements in this presentation (?Presentation?) that are not statements of historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of such forward-looking statements include those regarding Checkmate Pharmaceuticals, In

October 4, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Co

September 13, 2021 CORRESP

Checkmate Pharmaceuticals, Inc. 245 Main Street, 2nd Floor Cambridge, MA, 02142

Checkmate Pharmaceuticals, Inc. 245 Main Street, 2nd Floor Cambridge, MA, 02142 September 13, 2021 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Checkmate Pharmaceuticals, Inc.: Registration Statement on Form S-3 filed September 7, 2021 (File No. 333-259353) Ladies and Gentlemen: Pursuant to Rul

September 7, 2021 EX-4.5

Form of indenture between Registrant and one or more trustees to be named

EX-4.5 3 d328142dex45.htm EX-4.5 Exhibit 4.5 CHECKMATE PHARMACEUTICALS, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20 Debt Securities TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of

September 7, 2021 S-3

As filed with the Securities and Exchange Commission on September 7, 2021.

Table of Contents As filed with the Securities and Exchange Commission on September 7, 2021.

September 7, 2021 EX-1.2

Open Market Sale AgreementSM, dated as of September 7, 2021, by and among the Registrant and Jefferies LLC

Exhibit 1.2 OPEN MARKET SALE AGREEMENTSM September 7, 2021 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Checkmate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company

August 12, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Co

August 12, 2021 EX-10.1

Supply and Non-Exclusive License Agreement, effective as of May 6, 2021, by and between Checkmate Pharmaceuticals, Inc. and Regeneron Pharmaceuticals, Inc.

Exhibit 10.1 CONFIDENTIAL SUPPLY AND NON-EXCLUSIVE LICENSE AGREEMENT This Supply and Non-Exclusive License Agreement (?Agreement?), made as of this 6th day of May 2021 (the ?Effective Date?), is by and between Regeneron Pharmaceuticals, Inc. (?Regeneron?), having a place of business at 777 Old Saw Mill River Road, Tarrytown, NY 10591-6707 and Checkmate Pharmaceuticals. (?Sponsor?), having a place

August 12, 2021 EX-99.1

Checkmate Pharmaceuticals Announces Second Quarter 2021 Financial Results and Provides Business Update Clinical trial programs for vidutolimod (CMP-001) in melanoma and head and neck cancer indications ongoing Trial start-up activities to support non

EX-99.1 2 d695084dex991.htm EX-99.1 EXHIBIT 99.1 Checkmate Pharmaceuticals Announces Second Quarter 2021 Financial Results and Provides Business Update Clinical trial programs for vidutolimod (CMP-001) in melanoma and head and neck cancer indications ongoing Trial start-up activities to support non-melanoma skin cancer indications underway Multiple clinical data readouts anticipated in 2022 CAMBRI

August 12, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT P

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number : 001-39425 Checkmate Pharmaceuticals, Inc.

August 4, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Com

August 4, 2021 EX-99.1

Forward Looking Statement Certain statements in this presentation (“Presentation”) that are not statements of historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examp

Heating Up Cancer Immunotherapy August 2021 Exhibit 99.1 Forward Looking Statement Certain statements in this presentation (?Presentation?) that are not statements of historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of such forward-looking statements include those regarding Checkmate Pharmaceuticals, Inc

June 21, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Comm

May 24, 2021 EX-99.1

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of May 24, 2021, is by and among Clough Capital Partners L.

May 24, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) May 7, 202

SC 13G/A CUSIP No. 162818108 13G Page 1 of 8 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 162818108 (CUSIP Number) May 7, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designat

May 13, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Commi

May 13, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39425 Checkmate Pharmaceuticals, Inc.

May 13, 2021 EX-99.1

Checkmate Pharmaceuticals Reports First Quarter 2021 Financial Results and Provides Update on Recent Progress

EX-99.1 2 d503102dex991.htm EX-99.1 EXHIBIT 99.1 Checkmate Pharmaceuticals Reports First Quarter 2021 Financial Results and Provides Update on Recent Progress CAMBRIDGE, Mass., May 13, 2021 – Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate”), a clinical stage biopharmaceutical company focused on developing its proprietary technology to harness the power of the immune system to combat ca

May 11, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Commis

May 11, 2021 EX-99.1

Checkmate Pharmaceuticals Announces Clinical Supply Agreement with Regeneron to Evaluate Vidutolimod

EX-99.1 2 d84412dex991.htm EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Announces Clinical Supply Agreement with Regeneron to Evaluate Vidutolimod (CMP-001) in Combination with Libtayo® (cemiplimab) May 10, 2021 CAMBRIDGE, Mass., May 10, 2021 (GLOBE NEWSWIRE) — Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate”), a clinical stage biopharmaceutical company focused on developing its propr

April 27, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

April 27, 2021 DEF 14A

definitive proxy statement

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confid

March 29, 2021 EX-99.1

Checkmate Pharmaceuticals Reports Full Year 2020 Financial Results and Provides Update on Recent Progress

EX-99.1 2 d37815dex991.htm EX-99.1 EXHIBIT 99.1 Checkmate Pharmaceuticals Reports Full Year 2020 Financial Results and Provides Update on Recent Progress CAMBRIDGE, Mass., March 29, 2021 – Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate”), a clinical stage biopharmaceutical company focused on developing its proprietary technology to harness the power of the immune system to combat cance

March 29, 2021 EX-10.13

Master Clinical Trial Collaboration Agreement by and between the Registrant and Bristol Myers Squibb Company, dated December 7, 2020 (incorporated by reference to Exhibit 10.13 of the Registrant’s Annual Report on Form 10-K (File No. 333-239932) filed on March 29, 2021)

Exhibit 10.13 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. EXECUTION VERSION MASTER CLINICAL TRIAL COLLABORATION AGREEMENT THIS MASTER CLINICAL TRIAL COLLABORATION AGREEMENT (the ?Agreement?) is made and entered into as of December 7, 2020 (the ?Effective

March 29, 2021 S-8

- S-8

As filed with the Securities and Exchange Commission on March 29, 2021 Registration No.

March 29, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation) (Com

March 29, 2021 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Checkmate Pharmaceuticals Security Corporation, Inc. Massachusetts

March 29, 2021 EX-4.3

Description of Securities (incorporated by reference to Exhibit 4.3 of the Registrant’s Annual Report on Form 10K (File No. 333-239932) filed on March 29, 2021)

Exhibit 4.3 Description of the Registrant?s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, as amended The summary of the general terms and provisions of the registered securities of Checkmate Pharmaceuticals, Inc. (?Checkmate,? ?we,? or ?our?) set forth below does not purport to be complete and is subject to and qualified in its entirety by reference to our Fo

March 29, 2021 10-K

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-394

February 12, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) December 3

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 162818108 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Sched

February 12, 2021 EX-99.2

POWER OF ATTORNEY

CUSIP No. 162818108 13G Exhibit 99.2 POWER OF ATTORNEY Know all by these presents, that each of the undersigned hereby constitutes and appoints each other undersigned, such person?s true and lawful attorney-in-fact, to: (1) execute for and on behalf of each of such person Forms 3, 4, and 5 and Schedules 13D or 13G, as appropriate, and any required amendments thereto (collectively, the ?Reports?),

February 12, 2021 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d35760dex991.htm EX-99.1 Exhibit 1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of February 12, 2021, is by and among Clough Capital Partners L.P., a Delaware limited partnership, Clough Capital Partners LLC, a Delaware limited liability company, and Charles I. Clough, Jr. (the foregoing are collectively referred to herein as the “Clough Capital Filers”). Each of the Clou

February 12, 2021 EX-99.1

AGREEMENT

EX-99.1 CUSIP No. 162818108 13G Exhibit 99.1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Common Stock of Checkmate Pharmaceuticals, Inc. Dated: February 12, 2021 OMEGA FUN

February 12, 2021 SC 13G

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Checkmate Pharmaceutica

SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 162818108 (CUSIP Number) August 11, 2020 (Date of Event Which Requires Fi

January 5, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 4, 2021 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation)

January 5, 2021 EX-10.1

Executive Employment Agreement by and between the Registrant and Robert Dolski, dated January 4, 2021 (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K (File No. 333-39425) filed on January 5, 2021)

EX-10.1 2 d30931dex101.htm EX-10.1 Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 4th day of January, 2021 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Robert Dolski (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Financial Officer (“CFO”).

January 5, 2021 EX-99.1

Checkmate Pharmaceuticals Announces Key Additions to Executive Management Team Robert F. Dolski appointed as Chief Financial Officer Katherine Eade appointed as General Counsel

EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Announces Key Additions to Executive Management Team Robert F. Dolski appointed as Chief Financial Officer Katherine Eade appointed as General Counsel CAMBRIDGE, Mass., January 4, 2021 – Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate”), a clinical stage biopharmaceutical company focused on developing its proprietary technology to harness t

December 8, 2020 EX-99.1

Checkmate Pharmaceuticals Announces Clinical Collaboration with Bristol Myers Squibb to Evaluate CMP-001 in Combination with Nivolumab

EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Announces Clinical Collaboration with Bristol Myers Squibb to Evaluate CMP-001 in Combination with Nivolumab CAMBRIDGE, Mass., December 8, 2020 – Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate Pharmaceuticals”), a clinical stage biopharmaceutical company focused on developing its proprietary technology to harness the power of the immune sy

December 8, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2020 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation

November 13, 2020 EX-99.1

Checkmate Pharmaceuticals Reports Third Quarter 2020 Financial Results and Provides an Update on Recent Progress Presented new CMP-001 data in melanoma at SITC’s 35th Anniversary Annual Meeting

EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Reports Third Quarter 2020 Financial Results and Provides an Update on Recent Progress Presented new CMP-001 data in melanoma at SITC’s 35th Anniversary Annual Meeting Cambridge, Mass., – November 13, 2020 (GLOBE NEWSWIRE) – Checkmate Pharmaceuticals, Inc. (NASDAQ: CMPI) (“Checkmate”), a clinical stage biotechnology company focused on developing its p

November 13, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2020 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporatio

November 13, 2020 10-Q

Quarterly Report - 10-Q

10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39425 Checkmate Pharmaceuticals, Inc.

November 10, 2020 SC 13G

CMPI / Checkmate Pharmaceuticals, Inc. / CLOUGH CAPITAL PARTNERS L P - SC 13G Passive Investment

SC 13G 13G CUSIP No. 162818108 Page 1 of 9 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 162818108 (CUSIP Number) November 9, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to design

October 20, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2020 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation

October 20, 2020 EX-99.1

Checkmate Pharmaceuticals Announces Data Presentations for

EX-99.1 2 d68215dex991.htm EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Announces Data Presentations for CMP-001 at The Society for Immunotherapy of Cancer (SITC) 35th Anniversary Annual Meeting October 15, 2020 CMP-001 in combination with pembrolizumab continues to demonstrate durable responses in anti-PD-1 refractory melanoma Encouraging new data on pathological responses and 1-year RFS with n

October 6, 2020 SC 13G

CMPI / Checkmate Pharmaceuticals, Inc. / venBio Global Strategic Fund II L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 162818108 (CUSIP Number) August 11, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

October 5, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2020 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporati

September 18, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2020 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporati

September 18, 2020 EX-99.1

Checkmate Pharmaceuticals Reports Second Quarter 2020 Financial Results and Provides an Update on Recent Progress Successfully completed IPO in August 2020 raising $76.6 million in gross proceeds On track to initiate planned new clinical trials in me

EX-99.1 Exhibit 99.1 Checkmate Pharmaceuticals Reports Second Quarter 2020 Financial Results and Provides an Update on Recent Progress Successfully completed IPO in August 2020 raising $76.6 million in gross proceeds On track to initiate planned new clinical trials in melanoma and head and neck cancer Cambridge, Mass., – September 18, 2020 (GLOBE NEWSWIRE) – Checkmate Pharmaceuticals, Inc. (NASDAQ

September 18, 2020 10-Q

Quarterly Report - 10-Q

10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39425 Checkmate Pharmaceuticals, Inc.

August 21, 2020 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned, and any amendments thereto executed by the undersigned shall be filed on behalf of each of the undersigned without the necessity of filing any additional joint filing agreement. The undersigned acknowledge that each is responsible for the

August 21, 2020 SC 13D

CMPI / Checkmate Pharmaceuticals, Inc. / Longitude Capital Partners III, LLC - SC 13D Activist Investment

SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) CHECKMATE PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 162818 108 (CUSIP Number) Patrick G. Enright Managing Member Longitude Capital Partners III, LLC 2740 Sand Hill Road, 2nd Floor Menlo Park, C

August 19, 2020 SC 13D

CMPI / Checkmate Pharmaceuticals, Inc. / Sofinnova Venture Partners IX, L.P. - SC 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. )* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 162818108 (CUSIP Number) Nathalie Auber Sofinnova Invest

August 18, 2020 SC 13G

CMPI / Checkmate Pharmaceuticals, Inc. / Medicxi Growth I LP - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 162818 108 (CUSIP Number) August 11, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

August 18, 2020 EX-99.1

Joint Filing Agreement

EX-99.1 EXHIBIT 99.1 Joint Filing Agreement The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each

August 14, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2020 CHECKMATE PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39425 36-4813934 (State or other jurisdiction of incorporation)

August 14, 2020 EX-3.1

Fourth Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K (File No. 001-39425) filed on August 14, 2020)

EX-3.1 2 d56707dex31.htm EX-3.1 Exhibit 3.1 FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHECKMATE PHARMACEUTICALS, INC. Checkmate Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Checkmate Pharmaceuticals, Inc. The date of the filing of its original

August 14, 2020 EX-3.2

Second Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 of the Registrant’s Current Report on Form 8-K (File No. 001-39425) filed on August 14, 2020)

EX-3.2 3 d56707dex32.htm EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF CHECKMATE PHARMACEUTICALS, INC. (the “Corporation”) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an “Annual Meeting”) shall be held at the hour, date and place within or without the United States which is fixed by the Boa

August 13, 2020 SC 13D

CMPI / Checkmate Pharmaceuticals, Inc. / Novo Holdings A/S - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Checkmate Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 162818 108 (CUSIP Number) Peter Haahr Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to: B.

August 13, 2020 EX-99.1

Form of Lock-Up Agreement, between Novo Holdings A/S and the Underwriters.

EX-99.1 Exhibit 99.1 ●, 2020 BofA Securities, Inc. Jefferies LLC BMO Capital Markets Corp. as Representatives of the several Underwriters to be named in the within-mentioned Underwriting Agreement c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Jefferies LLC 520 Madison Avenue New York, NY 10022 c/o BMO Capital Markets Corp. 3 Times Square New York, NY 10036 Re: Proposed Pub

August 11, 2020 EX-99.3

2020 Employee Stock Purchase Plan.

EX-99.3 Exhibit 99.3 CHECKMATE PHARMACEUTICALS, INC. 2020 EMPLOYEE STOCK PURCHASE PLAN The purpose of the Checkmate Pharmaceuticals, Inc. 2020 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of Checkmate Pharmaceuticals, Inc. (the “Company”) and each Designated Company (as defined in Section 11) with opportunities to purchase shares of the Company’s common stock, par val

August 11, 2020 EX-99.2

2020 Stock Option and Incentive Plan and forms of award agreements thereunder.

EX-99.2 Exhibit 99.2 CHECKMATE PHARMACEUTICALS, INC. 2020 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Checkmate Pharmaceuticals, Inc. 2020 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Checkmate Pharmaceuticals, In

August 11, 2020 S-8

- S-8

S-8 As filed with the Securities and Exchange Commission on August 11, 2020 Registration No.

August 10, 2020 424B4

5,000,000 Shares Common Stock

424B4 Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-239932 PROSPECTUS 5,000,000 Shares Common Stock This is Checkmate Pharmaceuticals, Inc.’s initial public offering. We are selling 5,000,000 shares of our common stock. The initial public offering price is $15.00 per share. Currently, no public market exists for our common stock. Our common stock has been approved for lis

August 4, 2020 CORRESP

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CORRESP BofA Securities, Inc. One Bryant Park New York, New York 10036 Jefferies LLC 520 Madison Avenue New York, New York 10022 BMO Capital Markets Corp. 3 Times Square New York, New York 10036 August 4, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Courtney Lindsay Mary Beth Breslin Re: Checkmate Pharmaceuti

August 4, 2020 CORRESP

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CORRESP VIA EDGAR August 4, 2020 Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.

August 4, 2020 8-A12B

Form 8-A

8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Checkmate Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 36-4813934 (State of incorporation or organization) (I.R.S. Employer Identification No.) 245 M

August 3, 2020 CORRESP

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CORRESP Goodwin Procter LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 goodwinlaw.

August 3, 2020 EX-10.2

2020 Stock Option and Grant Plan, and form of award agreements thereunder (incorporated by reference to Exhibit 10.2 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.2 Exhibit 10.2 CHECKMATE PHARMACEUTICALS, INC. 2020 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Checkmate Pharmaceuticals, Inc. 2020 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Checkmate Pharmaceuticals, In

August 3, 2020 EX-10.3

2020 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.3 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

Exhibit 10.3 CHECKMATE PHARMACEUTICALS, INC. 2020 EMPLOYEE STOCK PURCHASE PLAN The purpose of the Checkmate Pharmaceuticals, Inc. 2020 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of Checkmate Pharmaceuticals, Inc. (the “Company”) and each Designated Company (as defined in Section 11) with opportunities to purchase shares of the Company’s common stock, par value $0.00

August 3, 2020 EX-10.5

Form of Indemnification Agreement between the Registrant and each of its directors (incorporated by reference to Exhibit 10.5 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.5 Exhibit 10.5 CHECKMATE PHARMACEUTICALS, INC. [FORM OF] DIRECTOR INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [Date] by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [Director Name] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such a

August 3, 2020 EX-1.1

Form of Underwriting Agreement.

EX-1.1 Exhibit 1.1 CHECKMATE PHARMACEUTICALS, INC. (a Delaware corporation) [ 🌑 ] Shares of Common Stock UNDERWRITING AGREEMENT Dated: [ 🌑 ], 2020 CHECKMATE PHARMACEUTICALS, INC. (a Delaware corporation) [ 🌑 ] Shares of Common Stock UNDERWRITING AGREEMENT [ 🌑 ], 2020 BofA Securities, Inc., Jefferies LLC, BMO Capital Markets Corp., as Representatives of the several Underwriters c/o BofA Securit

August 3, 2020 EX-10.15

Employment Agreement between the Registrant and Kleem Chaudhary, dated October 14, 2019, as amended on August 2, 2020 (incorporated by reference to Exhibit 10.15 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

Exhibit 10.15 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 14th day of October 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Kleem Chaudhary, Ph.D. (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Business Officer. WHEREAS, Executive represents tha

August 3, 2020 EX-3.1

Third Amended and Restated Certificate of Incorporation of the Registrant, as amended and as currently in effect.

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHECKMATE PHARMACEUTICALS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Checkmate Pharmaceuticals, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DO

August 3, 2020 EX-10.14

Employment Agreement between the Registrant and Barry Labinger, dated November 26, 2018, as amended on August 2, 2020 (incorporated by reference to Exhibit 10.14 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.14 Exhibit 10.14 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 26th day of November, 2018 and effective as of the 5th day of December, 2018 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Barry Labinger (“Executive”). WHEREAS, Company wishes to employ Executive as its Pres

August 3, 2020 EX-10.4

Form of Indemnification Agreement between the Registrant and each of its executive officers (incorporated by reference to Exhibit 10.4 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.4 Exhibit 10.4 CHECKMATE PHARMACEUTICALS, INC. [FORM OF] OFFICER INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [Date] by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [Officer Name] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as

August 3, 2020 EX-10.17

Employment Agreement between the Registrant and Art Krieg, dated April 8, 2020, as amended on August 2, 2020 (incorporated by reference to Exhibit 10.17 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.17 Exhibit 10.17 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 8th day of April, 2020 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Arthur M. Krieg (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Scientific Officer (“CSO”) WHEREAS, Executive repre

August 3, 2020 EX-10.1

2015 Stock Option and Grant Plan, as amended, and form of award agreements thereunder (incorporated by reference to Exhibit 10.1 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.1 Exhibit 10.1 CHECKMATE PHARMACEUTICALS, INC. 2015 STOCK OPTION AND GRANT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Checkmate Pharmaceuticals, Inc. 2015 Stock Option and Grant Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, directors, Consultants and other key persons of Checkmate Pharmaceuticals, Inc.

August 3, 2020 S-1/A

Form S-1

S-1/A Table of Contents As filed with the Securities and Exchange Commission on August 3, 2020.

August 3, 2020 EX-10.6

2020 Non-Employee Director Compensation Policy (incorporated by reference to Exhibit 10.6 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.6 Exhibit 10.6 CHECKMATE PHARMACEUTICALS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (the “Policy”) of Checkmate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not empl

August 3, 2020 EX-3.2

Form of Amended and Restated Certificate of Incorporation of Registrant, to be in effect prior to the completion of this offering.

EX-3.2 Exhibit 3.2 FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHECKMATE PHARMACEUTICALS, INC. Checkmate Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Checkmate Pharmaceuticals, Inc. The date of the filing of its original Certificate of Incorpora

August 3, 2020 EX-10.18

Executive Employment Agreement by and between the Registrant and James Wooldridge, dated September 19, 2019, as amended on August 2, 2020 (incorporated by reference to Exhibit 10.18 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-10.18 Exhibit 10.18 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 19th day of September, 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and James E. Wooldridge, M.D. (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Medical Officer (“CMO”) WHEREAS, Exe

August 3, 2020 EX-4.1

Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 of the Registrant’s Registration Statement on Form S-1/A (File No. 333-239932) filed on August 3, 2020)

EX-4.1 Exhibit 4.1 NUMBER SHARES INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN DEFINITIONS COMMON STOCK CUSIP 162818 10 8 This Certifies That: SPECIMEN - NOT NEGOTIABLE is The owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF $0.0001 PAR VALUE EACH OF Checkmate Pharmaceuticals, Inc. transferable on the books of the Corporation by the holder thereof in

August 3, 2020 EX-3.4

Form of Amended and Restated Bylaws (Incorporated by reference to Exhibit 3.4 to the registrant’s Registration Statement on Form S-1, as amended (File No. 333-264335)).

EX-3.4 Exhibit 3.4 SECOND AMENDED AND RESTATED BY-LAWS OF CHECKMATE PHARMACEUTICALS, INC. (the “Corporation”) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an “Annual Meeting”) shall be held at the hour, date and place within or without the United States which is fixed by the Board of Directors, which ti

July 22, 2020 CORRESP

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CORRESP Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 FOIA CONFIDENTIAL TREATMENT REQUEST The entity requesting confidential treatment is Checkmate Pharmaceuticals, Inc. 245 Main Street, 2nd Floor Cambridge, MA 02142 Telephone: 617-682-3625 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFID

July 17, 2020 EX-10.9

Amendment No. 2 to the License Agreement among Kuros Biosciences AG (formerly Cytos Biotechnology, LTD), dated January 5, 2018.

EX-10.9 Exhibit 10.9 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. AMENDMENT NO. 2 TO LICENSE AGREEMENT THIS AMENDMENT NO. 2 (the Second Amendment) is made as of January 5, 2018 (the Second Amendment Effective Date) by and between KUROS BIOSCIENCES AG (form

July 17, 2020 EX-3.3

Amended and Restated Bylaws of the Registrant, as currently in effect.

EX-3.3 Exhibit 3.3 AMENDED AND RESTATED BY-LAWS OF CHECKMATE PHARMACEUTICALS, INC. (the “Corporation”) 1. Stockholders (a) Annual Meeting. The annual meeting of stockholders shall be held for the election of directors each year at such place, date and time as shall be designated by the Board of Directors. Any other proper business may be transacted at the annual meeting. If no date for the annual

July 17, 2020 EX-4.2

Second Amended and Restated Investors’ Rights Agreement among the Registrant and certain of its stockholders, dated June 9, 2020.

EX-4.2 Exhibit 4.2 SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 9th day of June, 2020, by and among Checkmate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (together with any subsequent investors, or transferees, who be

July 17, 2020 EX-10.8

Amendment No. 1 to the License Agreement among Kuros Biosciences AG (formerly Cytos Biotechnology, LTD), dated August 15, 2017.

EX-10.8 Exhibit 10.8 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. AMENDMENT NO. I TO LICENSE AGREEMENT THIS AMENDMENT NO I (the Amendment) is made as of August 15, 2017 (the Amendment Effective Date) by and between KUROS BIOSCIENCES AG (formerly Cytos Biot

July 17, 2020 EX-10.19

Consulting Agreement between the Registrant and Danforth Advisors LLC, dated June 5, 2019.

EX-10.19 Exhibit 10.19 CONSULTING AGREEMENT This Consulting Agreement (the “Agreement”) is made effective as of June 5, 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals Inc., a Delaware corporation, with its principal place of business being 101 Main St.; 14th Floor, Cambridge, MA 02142 (the “Company”) and Danforth Advisors, LLC, a Massachusetts limited liability corporation,

July 17, 2020 EX-10.13

Cambridge Innovation Center Service Agreement, among the Registrant and CIC Innovation Communities, LLC, dated May 26, 2015.

EX-10.13 SERVICE AGREEMENT Exhibit 10.13 The licensee(s) identified on the signature page of this agreement (the “Licensee” or “Client”) and CIC hereby agree to the following (the “Agreement” or “Service Agreement”). Please note that “Client”, “you” and “your” refer to the aforementioned Licensee, and “CIC”, “we” and “our” refer to CIC Innovation Communities, LLC, as duly authorized agent for the

July 17, 2020 CORRESP

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CORRESP Goodwin Procter LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 goodwinlaw.

July 17, 2020 EX-10.18

Executive Employment Agreement by and between the Registrant and James Wooldridge, dated September 19, 2019.

EX-10.18 Exhibit 10.18 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 19th day of September, 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and James E. Wooldridge, M.D. (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Medical Officer (“CMO”) WHEREAS, Exe

July 17, 2020 EX-21.1

List of Subsidiaries of the Registrant.

EX-21.1 Exhibit 21.1 List of Subsidiaries None.

July 17, 2020 EX-10.10

Master Services Agreement with Fujifilm among the Registrant and FujiFilm Diosynth Biotechnologies UK Limited, dated September 25, 2015.

EX-10.10 Exhibit 10.10 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. THIS MASTER SERVICES AGREEMENT (this “Agreement”) is made on September 25, 2015 and made between: (1) FUJIFILM DIOSYNTH BIOTECHNOLOGIES UK LIMITED of Belasis Avenue, Billingham, TS23 1LH,

July 17, 2020 EX-3.1

Third Amended and Restated Certificate of Incorporation of the Registrant, as amended, as currently in effect.

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHECKMATE PHARMACEUTICALS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Checkmate Pharmaceuticals, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DO

July 17, 2020 EX-10.14

Employment Agreement between the Registrant and Barry Labinger, dated November 26, 2018.

EX-10.14 Exhibit 10.14 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 26th day of November, 2018 and effective as of the 5th day of December, 2018 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Barry Labinger (“Executive”). WHEREAS, Company wishes to employ Executive as its Pres

July 17, 2020 S-1

Registration Statement - S-1

S-1 Table of Contents As filed with the Securities and Exchange Commission on July 17, 2020.

July 17, 2020 EX-10.16

Employment Agreement between the Registrant and Karen Brennan, dated June 13, 2017.

EX-10.16 Exhibit 10.16 June 13, 2017 Karen M. Brennan Dear Karen: On behalf of Checkmate Pharmaceuticals, Inc. (the “Company”), I am pleased to offer you employment with the Company. The terms and conditions of your employment are set forth below in this letter (“Offer Letter”). 1. Position. Your initial position with the Company will be Chief Operating Officer. This is a full-time position As Chi

July 17, 2020 EX-10.11

Clinical Trial Collaboration and Supply Agreement among the Registrant and Ares Trading S.A. and Pfizer, Inc., dated August 22, 2018.

EX-10.11 Exhibit 10.11 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT This CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT (this “Agreement”), made as of August 22, 2018 (the “Effective Date”), is by and be

July 17, 2020 EX-10.12

Amendment No. 1 to the Clinical Trial Collaboration and Supply Agreement among the Registrant and Ares Trading S.A. and Pfizer, Inc., dated March 4, 2019.

EX-10.12 Exhibit 10.12 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. AMENDMENT NO. 1 TO CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT This Amendment No. 1 (“Amendment”), dated as of March 4, 2019, amends the Clinical Trial Collaboration and Supply Agree

July 17, 2020 EX-10.17

Employment Agreement between the Registrant and Art Krieg, dated July 14, 2015.

EX-10.17 Exhibit 10.17 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 14th day of July, 2015 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Arthur M. Krieg (“Executive”). WHEREAS, Company wishes to employ Executive as its President and Chief Executive Officer; WHEREAS, Executive

July 17, 2020 EX-10.15

Employment Agreement between the Registrant and Kleem Chaudhary, dated October 14, 2019.

EX-10.15 Exhibit 10.15 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 14th day of October 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Kleem Chaudhary, Ph.D. (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Business Officer. WHEREAS, Executive repre

July 17, 2020 EX-10.7

License Agreement among the Registrant and Cytos Biotechnology Ltd, dated June 17, 2015.

EX-10.7 Exhibit 10.7 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. LICENSE AGREEMENT THIS LICENSE AGREEMENT (the “Agreement”) is dated as of June 17, 2015 (the “Signing Date”) by and between Cytos Biotechnology Ltd. a Swiss company having a place of busines

July 7, 2020 EX-10.12

AMENDMENT NO. 1 TO CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT

EX-10.12 7 filename7.htm Exhibit 10.12 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. AMENDMENT NO. 1 TO CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT This Amendment No. 1 (“Amendment”), dated as of March 4, 2019, amends the Clinical Trial Collaboration

July 7, 2020 DRS/A

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DRS/A As confidentially submitted to the Securities and Exchange Commission on July 7, 2020.

July 7, 2020 EX-10.9

AMENDMENT NO. 2 TO LICENSE AGREEMENT

EX-10.9 Exhibit 10.9 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. AMENDMENT NO. 2 TO LICENSE AGREEMENT THIS AMENDMENT NO. 2 (the Second Amendment) is made as of January 5, 2018 (the Second Amendment Effective Date) by and between KUROS BIOSCIENCES AG (form

July 7, 2020 EX-10.11

CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT

EX-10.11 6 filename6.htm Exhibit 10.11 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT This CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT (this “Agreement”), made as of August 22, 2018 (the “Effective Date

July 7, 2020 EX-10.8

AMENDMENT NO. I TO LICENSE AGREEMENT

EX-10.8 3 filename3.htm Exhibit 10.8 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. AMENDMENT NO. I TO LICENSE AGREEMENT THIS AMENDMENT NO I (the Amendment) is made as of August 15, 2017 (the Amendment Effective Date) by and between KUROS BIOSCIENCES AG (for

July 7, 2020 EX-10.10

CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.

EX-10.10 Exhibit 10.10 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. THIS MASTER SERVICES AGREEMENT (this “Agreement”) is made on September 25, 2015 and made between: (1) FUJIFILM DIOSYNTH BIOTECHNOLOGIES UK LIMITED of Belasis Avenue, Billingham, TS23 1LH,

July 7, 2020 EX-10.7

LICENSE AGREEMENT

EX-10.7 Exhibit 10.7 CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. LICENSE AGREEMENT THIS LICENSE AGREEMENT (the “Agreement”) is dated as of June 17, 2015 (the “Signing Date”) by and between Cytos Biotechnology Ltd. a Swiss company having a place of busines

June 23, 2020 EX-4.2

SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT

EX-4.2 Exhibit 4.2 SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 9th day of June, 2020, by and among Checkmate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (together with any subsequent investors, or transferees, who be

June 23, 2020 EX-10.16

2

EX-10.16 Exhibit 10.16 June 13, 2017 Karen M. Brennan Dear Karen: On behalf of Checkmate Pharmaceuticals, Inc. (the “Company”), I am pleased to offer you employment with the Company. The terms and conditions of your employment are set forth below in this letter (“Offer Letter”). 1. Position. Your initial position with the Company will be Chief Operating Officer. This is a full-time position As Chi

June 23, 2020 DRSLTR

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DRSLTR Goodwin Procter LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 goodwinlaw.

June 23, 2020 EX-10.17

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.17 Exhibit 10.17 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 14th day of July, 2015 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Arthur M. Krieg (“Executive”). WHEREAS, Company wishes to employ Executive as its President and Chief Executive Officer; WHEREAS, Executive

June 23, 2020 EX-21.1

List of Subsidiaries

EX-21.1 Exhibit 21.1 List of Subsidiaries None.

June 23, 2020 EX-10.15

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.15 6 filename6.htm Exhibit 10.15 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 14th day of October 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Kleem Chaudhary, Ph.D. (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Business Officer. WHEREAS,

June 23, 2020 EX-3.3

AMENDED AND RESTATED CHECKMATE PHARMACEUTICALS, INC. (the “Corporation”)

EX-3.3 Exhibit 3.3 AMENDED AND RESTATED BY-LAWS OF CHECKMATE PHARMACEUTICALS, INC. (the “Corporation”) 1. Stockholders (a) Annual Meeting. The annual meeting of stockholders shall be held for the election of directors each year at such place, date and time as shall be designated by the Board of Directors. Any other proper business may be transacted at the annual meeting. If no date for the annual

June 23, 2020 EX-10.18

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.18 9 filename9.htm Exhibit 10.18 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 19th day of September, 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and James E. Wooldridge, M.D. (“Executive”). WHEREAS, Company wishes to employ Executive as its Chief Medical Officer (“CM

June 23, 2020 EX-10.14

EXECUTIVE EMPLOYMENT AGREEMENT

EX-10.14 Exhibit 10.14 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), made and entered into this 26th day of November, 2018 and effective as of the 5th day of December, 2018 (the “Effective Date”), by and between Checkmate Pharmaceuticals, Inc., a Delaware corporation (“Company”), and Barry Labinger (“Executive”). WHEREAS, Company wishes to employ Executive as its Pres

June 23, 2020 EX-3.1

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CHECKMATE PHARMACEUTICALS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware)

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHECKMATE PHARMACEUTICALS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Checkmate Pharmaceuticals, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DO

June 23, 2020 EX-10.19

CONSULTING AGREEMENT

EX-10.19 10 filename10.htm Exhibit 10.19 CONSULTING AGREEMENT This Consulting Agreement (the “Agreement”) is made effective as of June 5, 2019 (the “Effective Date”), by and between Checkmate Pharmaceuticals Inc., a Delaware corporation, with its principal place of business being 101 Main St.; 14th Floor, Cambridge, MA 02142 (the “Company”) and Danforth Advisors, LLC, a Massachusetts limited liabi

June 23, 2020 DRS/A

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DRS/A Table of Contents As confidentially submitted to the Securities and Exchange Commission on June 23, 2020.

May 13, 2020 DRS

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DRS Table of Contents As confidentially submitted to the Securities and Exchange Commission on May 13, 2020.

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