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| CIK | 1534969 |
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 Sera Prognostics, 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.
| September 5, 2025 |
September 2025 We are redefining pregnancy care to reduce the burden of preterm birth Exhibit 99. |
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| September 5, 2025 |
FORM 8-K Item 7.01 Regulation FD Disclosure. Item 9.01 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): September 05, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 6, 2025 |
Consulting Agreement by and between the Registrant and Marcus Wilson, dated June 4, 2025. Exhibit 10.2 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”) is entered into between Sera Prognostics, Inc. (the “Company”), with a business address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109, and Marcus Wilson (the “Consultant”), effective as of Consultant’s last day of service (the “Effective Date”) as a member of the Company’s Board of Directors (the “Board”) |
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| August 6, 2025 |
SERA PROGNOSTICS REPORTS SECOND QUARTER 2025 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS SECOND QUARTER 2025 FINANCIAL RESULTS Salt Lake City – August 6, 2025 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the second quarter of 2025 ended June 30, 2025. Second Quar |
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| August 6, 2025 |
Employment Agreement by and between Registrant and Lee Anderson, dated May 19, 2025. Exhibit 10.1 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into and effective for all purposes as of May 19, 2025 (the “Effective Date”), by and between Sera Prognostics, Inc., a Delaware corporation (the “Company”), and Lee Anderson (“Employee”). 1. Employment and Duties. Subject to the terms and conditions set forth in this Agreement, the Com |
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| August 6, 2025 |
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 June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| August 6, 2025 |
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 06, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 5, 2025 |
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 05, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| May 8, 2025 |
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): May 08, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 8, 2025 |
Exhibit 99.1 SERA PROGNOSTICS APPOINTS LEE ANDERSON AS CHIEF COMMERCIAL OFFICER Industry Veteran to Spearhead Commercial Expansion, Driving Innovation and Growth at the Company Salt Lake City – May 8, 2025 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, |
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| May 7, 2025 |
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 07, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 7, 2025 |
SERA PROGNOSTICS REPORTS FIRST QUARTER 2025 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS FIRST QUARTER 2025 FINANCIAL RESULTS Salt Lake City – May 7, 2025 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the first quarter of 2025 ended March 31, 2025. Recent Highligh |
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| May 7, 2025 |
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, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| April 23, 2025 |
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 |
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| April 23, 2025 |
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 |
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| March 19, 2025 |
SERA PROGNOSTICS REPORTS FOURTH QUARTER 2024 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS FOURTH QUARTER 2024 FINANCIAL RESULTS Salt Lake City – March 19, 2025 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the fourth quarter and full year ended December 31, 2024. R |
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| March 19, 2025 |
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 19, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission F |
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| March 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| March 19, 2025 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sera Prognostics, Inc. (Exact name of registrant as specified in its charter) Delaware 26-1911522 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 2749 East Parleys Way Suite 200 Salt Lak |
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| March 19, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Sera Prognostics, Inc. |
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| March 19, 2025 |
EX-19.1 2 sera-ex191.htm EX-19.1 Exhibit 19.1 sera prognostics, Inc. INSIDER TRADING POLICY Last updated: November 15, 2024 TABLE OF CONTENTS I. The Need for an Insider Trading Policy 2 II. What is Material Non-Public Information? 3 III. The Consequences of Insider Trading 4 IV. Our Policy 4 V. Individual Responsibility 9 VI. Additional Prohibited Transactions 10 VII. Post-Termination Transactions |
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| February 14, 2025 |
Exhibit 24.3 LIMITED POWER OF ATTORNEY The undersigned, Anastasis Nikolaou, hereby appoints Shalom Leaf as his attorney-in-fact (i) for and on behalf of the undersigned, including, without limitation, in my current or future capacity as a director and, if applicable, as an officer of Chione Limited (the “Company”), and (ii) for and on behalf of the Company, in each case, in respect of (A) any curr |
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| February 14, 2025 |
EX-24.4 5 ea023117201ex24-4sera.htm POWER OF ATTORNEY, DATED FEBRUARY 13, 2025, MADE BY WIACZESLAW SMOLOKOWSKI IN FAVOR OF SHALOM LEAF Exhibit 24.4 LIMITED POWER OF ATTORNEY The undersigned, Wiaczeslaw Smolokowski, hereby appoints Shalom Leaf as his attorney-in-fact for and on behalf of the undersigned, in respect of (A) any current or future direct or indirect beneficial ownership of, or pecuniar |
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| February 14, 2025 |
EX-99.4 3 tm254155d6ex99-4.htm EXHIBIT 99.4 Exhibit 99.4 April 29, 2021 c/o Baker Bros. Advisors LP 860 Washington St. – 3rd fl. New York, NY 10014 Re: IPO Participation, Board, Observer and Publicity Rights Ladies and Gentlemen: Subject to and in consideration of the purchase of shares of Series E Preferred Stock, par value $0.0001 per share (the “Preferred Stock”), of Sera Prognostics, Inc., a D |
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| February 14, 2025 |
Exhibit 99.1 JOINT FILING 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 13D need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock of Sera Prognostics, Inc. This Agreement may be executed in any number of |
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| February 14, 2025 |
EX-24.2 3 ea023117201ex24-2sera.htm POWER OF ATTORNEY, DATED FEBRUARY 13, 2025, MADE BY ANDREAS HADJIMICHAEL AND CHIONE LTD. IN FAVOR OF SHALOM LEAF Exhibit 24.2 LIMITED POWER OF ATTORNEY The undersigned, Andreas Hadjimichael, hereby appoints Shalom Leaf as his attorney-in-fact (i) for and on behalf of the undersigned, including, without limitation, in my current or future capacity as a director a |
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| February 14, 2025 |
Exhibit 24.1 LIMITED POWER OF ATTORNEY The undersigned, Marcin Czernik, hereby appoints Shalom Leaf as his attorney-in-fact (i) for and on behalf of the undersigned, including, without limitation, in my current or future capacity as a director and, if applicable, as an officer of Chione Limited (the “Company”), and (ii) for and on behalf of the Company, in each case, in respect of (A) any current |
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| February 14, 2025 |
AMENDMENT No. 2 to IPO Participation, Board, Observer and Publicity Rights LETTER AGREEMENT EX-99.5 4 tm254155d6ex99-5.htm EXHIBIT 99.5 Exhibit 99.5 AMENDMENT No. 2 to IPO Participation, Board, Observer and Publicity Rights LETTER AGREEMENT This Amendment No. 2 (“Amendment No.2”) is made effective as of December 6, 2023 (the “Amendment No.2 Effective Date”) by and between Sera Prognostics, Inc., a Delaware corporation (the “Company”), by Baker Bros. Advisors LP (“BBA”) and/or one or more |
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| February 14, 2025 |
Exhibit 99.6 Name Date Number of Shares Transaction Price/Share Footnote 667, L.P. 1/17/2025 682 Purchase 6.5556 1 Baker Brothers Life Sciences, L.P. 1/17/2025 7,441 Purchase 6.5556 1 667, L.P. 1/21/2025 369 Purchase 6.6330 2 Baker Brothers Life Sciences, L.P. 1/21/2025 4,031 Purchase 6.6330 2 667, L.P. 1/22/2025 428 Purchase 6.5970 3 Baker Brothers Life Sciences, L.P. 1/22/2025 4,672 Purchase 6.5 |
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| February 12, 2025 |
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 10, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commissio |
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| February 12, 2025 |
Sera Prognostics Announces Proposed Public Offering Exhibit 99.1 Sera Prognostics Announces Proposed Public Offering Salt Lake City, February 10, 2025 — Sera Prognostics, Inc., The Pregnancy Company® (“Sera” or the “Company”) (Nasdaq: SERA), which focuses on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced that it has commenced a proposed underwritten public offe |
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| February 12, 2025 |
Sera Prognostics Announces Pricing of $50 Million Public Offering EX-99.2 Exhibit 99.2 Sera Prognostics Announces Pricing of $50 Million Public Offering Salt Lake City, February 10, 2025 — Sera Prognostics, Inc., The Pregnancy Company® (“Sera” or the “Company”) (Nasdaq: SERA), which focuses on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced the pricing of its underwritten pub |
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| February 12, 2025 |
Exhibit 1.1 Execution Version 1,250,000 Shares of Class A Common Stock Pre-Funded Warrants to Purchase Up to 11,250,000 Shares of Class A Common Stock (par value $0.001 per share) SERA PROGNOSTICS, INC. UNDERWRITING AGREEMENT February 10, 2025 JEFFERIES LLC TD SECURITIES (USA) LLC WILLIAM BLAIR & COMPANY, L.L.C. As Representatives of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue Ne |
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| February 12, 2025 |
EX-4.1 Exhibit 4.1 FORM OF PRE-FUNDED WARRANT TO PURCHASE CLASS A COMMON STOCK Number of Shares: [ ] (subject to adjustment) Warrant No. Original Issue Date: [ ], 2025 SERA PROGNOSTICS, INC. Sera Prognostics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [ ] or its register |
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| February 11, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-281347 PROSPECTUS SUPPLEMENT (To Prospectus dated August 13, 2024) 1,250,000 Shares of Class A Common Stock Pre-funded Warrants to Purchase 11,250,000 Shares of Class A Common Stock Sera Prognostics, Inc. We are offering 1,250,000 shares of our Class A common stock, par value $0.0001 per share (“Class A common stock”), and, in |
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| February 10, 2025 |
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 10, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commissio |
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| February 10, 2025 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-281347 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus do not constitute an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or s |
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| January 31, 2025 |
Exhibit 99.1 { WE AT SERA AIM TO CHANGE PREGNANCY CARE } In order to transform the experience into one with fewer uncertainties ©2025 Sera Prognostics, Inc. All rights reserved. PreTRM, Sera Prognostics and their logos are trademarks or registered trademarks of Sera Prognostics, Inc. in the United States. This presentation contains forward-looking statements that involve substantial risks and unce |
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| January 31, 2025 |
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 31, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 13, 2025 |
©2025 Sera Prognostics, Inc. All rights reserved. PreTRM, Sera Prognostics and their logos are trademarks or registered trademarks of Sera Prognostics, Inc. in the United States. In order to transform the experience into one with fewer uncertainties { WE AT SERA AIM TO CHANGE PREGNANCY CARE } This presentation contains forward-looking statements that involve substantial risks and uncertainties. Al |
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| January 13, 2025 |
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 13, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 7, 2025 |
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 06, 2025 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 14, 2024 |
SERA / Sera Prognostics, Inc. / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm2427451d26sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81749D107 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of thi |
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| November 14, 2024 |
EX-99.1 2 tm2427451d26ex1.htm EXHIBIT 1 EXHIBIT 1 AGREEMENT This Joint Filing Agreement, dated as of November 14, 2024 is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United States Securities and Exchange Commissio |
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| November 6, 2024 |
SERA PROGNOSTICS REPORTS THIRD QUARTER 2024 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS THIRD QUARTER 2024 FINANCIAL RESULTS Salt Lake City – November 6, 2024 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the third quarter of 2024 ended September 30, 2024. Recent |
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| November 6, 2024 |
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 06, 2024 Sera Prognostics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40606 26-1911522 (State or Other Jurisdiction of Incorporation) (Commissio |
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| November 6, 2024 |
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 September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| November 4, 2024 |
SERA / Sera Prognostics, Inc. / Schindel Yair Chaim - SC 13G/A Passive Investment SC 13G/A 1 zk2432210.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, Par Value $0.0001 per Share (Title of Class of Securities) 81749D107 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the approp |
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| August 13, 2024 |
Up to $50,000,000 Sera Prognostics, Inc. Class A Common Stock Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-281347 PROSPECTUS SUPPLEMENT (To Prospectus dated August 13, 2024) Up to $50,000,000 Sera Prognostics, Inc. Class A Common Stock We have entered into an at-the-market sales agreement with TD Securities (USA) LLC, or TD Cowen, as our sales agent, relating to the shares of our Class A common stock offered by this prospectus. |
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| August 9, 2024 |
Sera Prognostics, Inc. 2749 East Parleys Way, Suite 200 Salt Lake City, Utah 84109 Sera Prognostics, Inc. 2749 East Parleys Way, Suite 200 Salt Lake City, Utah 84109 August 9, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services 100 F Street, N.E. Washington, D.C. 20549 Attention: Abby Adams RE: Sera Prognostics, Inc. Registration Statement on Form S-3 File No. 333-281347 Request for Accele |
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| August 7, 2024 |
EX-4.6 Exhibit 4.6 Sera Prognostics, Inc. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Senior Debt Securities CROSS-REFERENCE TABLE1 Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a). 7.09 310(b). 7.08 7.10 310(c). Inapplicable 311(a). 7.13(a) 311(b). 7.13(b) 311(c). Inapplicable 312(a) 5.02(a) 312(b). 5.02(b) 312(c). 5.02(c) 313(a). 5.04(a) 313(b). 5.04(a) 313(c). |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| August 7, 2024 |
As filed with the Securities and Exchange Commission on August 7, 2024 S-3 Table of Contents As filed with the Securities and Exchange Commission on August 7, 2024 Registration No. |
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| August 7, 2024 |
SERA PROGNOSTICS REPORTS SECOND QUARTER 2024 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS SECOND QUARTER 2024 FINANCIAL RESULTS Salt Lake City – August 7, 2024 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the second quarter of 2024 ended June 30, 2024. Recent High |
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| August 7, 2024 |
Exhibit 1.2 SERA PROGNOSTICS, INC. $50,000,000 OF SHARES OF CLASS A COMMON STOCK SALES AGREEMENT August 7, 2024 TD Securities (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 Ladies and Gentlemen: Sera Prognostics, Inc. (the “Company”), confirms its agreement (this “Agreement”) with TD Securities (USA) LLC (“TD Cowen”), as follows: 1. Issuance and Sale of Shares. The Company agrees that, fro |
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| August 7, 2024 |
Form of Subordinated Indenture. EX-4.7 Exhibit 4.7 Sera Prognostics, Inc. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Subordinated Debt Securities CROSS-REFERENCE TABLE1 Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a). 7.09 310(b). 7.08 7.10 310(c). Inapplicable 311(a). 7.13(a) 311(b). 7.13(b) 311(c). Inapplicable 312(a). 5.02(a) 312(b). 5.02(b) 312(c). 5.02(c) 313(a). 5.04(a) 313(b). 5.04(a) |
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| August 7, 2024 |
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 7, 2024 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| August 7, 2024 |
Calculation of Filing Fee Table. EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Sera Prognostics, Inc. |
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| June 6, 2024 |
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 6, 2024 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 8, 2024 |
SERA PROGNOSTICS REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS Salt Lake City – May 8, 2024 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the first quarter of 2024 ended March 31, 2024. Recent Highligh |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| May 8, 2024 |
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 8, 2024 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission File |
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| April 23, 2024 |
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 |
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| April 23, 2024 |
sera20231231ars UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| April 23, 2024 |
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 |
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| April 1, 2024 |
SERA / Sera Prognostics, Inc. / RA CAPITAL MANAGEMENT, L.P. - SC 13G Passive Investment SC 13G 1 tm2410403d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81749D107 (CUSIP Number) March 20, 2024 (Date of Event Which Requires Filing of this Statement) C |
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| March 20, 2024 |
Clawback Policy of the Registrant. Exhibit 97.1 SERA PROGNOSTICS, INC. CLAWBACK POLICY Adopted by the Board of Directors Effective October 2, 2023 I.Introduction The Board of Directors (the “Board”) of Sera Prognostics, Inc., a Delaware corporation (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinf |
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| March 20, 2024 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sera Prognostics, Inc. (Exact name of registrant as specified in its charter) Delaware 26-1911522 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 2749 East Parleys Way Suite 200 Salt Lak |
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| March 20, 2024 |
sera-20240320x8kxexhibit WE AIM to change pregnancy care, to transform the experience into one with fewer uncertainties. |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| March 20, 2024 |
Exhibit 10.23 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT THIS AMENDMENT No. 2 (“Amendment No.2”) is made effective as of March 18, 2024 (the “Amendment No.2 Effective Date”) by and between Sera Prognostics, Inc., a Delaware corporation having an address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109 (“Company”) and Robert Harrison, (“Employee”), each a “Party” and collectively the “Par |
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| March 20, 2024 |
Exhibit 10.16 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT THIS AMENDMENT No. 2 (“Amendment No.2”) is made effective as of March 18, 2024 (the “Amendment No.2 Effective Date”) by and between Sera Prognostics, Inc., a Delaware corporation having an address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109 (“Company”) and Benjamin Jackson, (“Employee”), each a “Party” and collectively the “Pa |
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| March 20, 2024 |
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 20, 2024 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| March 20, 2024 |
Exhibit 10.7.2 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AMENDMENT NO. 2 TO IPO PARTICIPATION, BOARD, OBSERVER AND [***] RIGHTS LETTER AGREEMENT THIS AMENDMENT No. 2 (“Amendment No.2”) is made effective as of December 6, 2023 (the “Amendment No.2 |
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| March 20, 2024 |
Exhibit 10.28 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT THIS AMENDMENT No. 1 (“Amendment No.1”) is made effective as of March 18, 2024 (the “Amendment No.1 Effective Date”) by and between Sera Prognostics, Inc., a Delaware corporation having an address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109 (“Company”) and Austin Aerts, (“Employee”), each a “Party” and collectively the “Partie |
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| March 20, 2024 |
Form of Restricted Stock Unit Agreement under the Registrant’s 2021 Equity Incentive Plan Exhibit 10.29 SERA PROGNOSTICS, INC. Restricted Stock Unit Award Grant Notice Restricted Stock Unit Award Grant under the Company’s 2021 Equity Incentive Plan 1. Name and Address of Participant: 2. Date of Grant of Restricted Stock Unit Award: 3. Maximum Number of Shares underlying Restricted Stock Unit Award: 4. Vesting of Award: This Restricted Stock Unit Award shall vest as follows provided the |
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| March 20, 2024 |
Non-Employee Director Compensation Policy. Exhibit 10.4 Sera Prognostics, Inc. Non-Employee Director Compensation Policy Effective March 1, 2024 (“Effective Date”) Non-employee members of the board of directors (the “Board”) of Sera Prognostics, Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this “Policy”). The cash and equity compensation described in this Po |
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| March 20, 2024 |
Exhibit 10.13 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT THIS AMENDMENT No. 1 (“Amendment No.1”) is made effective as of March 18, 2024 (the “Amendment No.1 Effective Date”) by and between Sera Prognostics, Inc., a Delaware corporation having an address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109 (“Company”) and J. Jay Boniface, Ph.D., (“Employee”), each a “Party” and collectively t |
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| March 20, 2024 |
Exhibit 10.18 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT THIS AMENDMENT No. 1 (“Amendment No.1”) is made effective as of March 18, 2024 (the “Amendment No.1 Effective Date”) by and between Sera Prognostics, Inc., a Delaware corporation having an address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109 (“Company”) and Paul Kearney, Ph.D., (“Employee”), each a “Party” and collectively the |
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| March 20, 2024 |
SERA PROGNOSTICS REPORTS FOURTH QUARTER 2023 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS FOURTH QUARTER 2023 FINANCIAL RESULTS Salt Lake City – March 20, 2024 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the fourth quarter and full year ended December 31, 2023. R |
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| March 20, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Sera Prognostics, Inc. |
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| February 13, 2024 |
SC 13G/A 1 ea193545-13ga1vivo9sera.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sera Prognostics, Inc. (Name of Issuer) Class A common stock, $ 0.0001 par value per share (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2023 (Date of Event w |
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| January 26, 2024 |
SERA / Sera Prognostics, Inc. / Domain Partners VIII, L.P. - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2023 |
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| January 19, 2024 |
EX-99.A 2 d683967dex99a.htm EX-99.A EXHIBIT A Joint Filing Statement We, the undersigned, hereby express our agreement that the attached Schedule 13G is filed on behalf of each of us. Date: January 19, 2024 INTERWEST PARTNERS X, LP By: InterWest Management Partners X, LLC, its General Partner By: /s/ Karen A. Wilson, Power of Attorney Attorney-in-Fact INTERWEST MANAGEMENT PARTNERS X, LLC By: Karen |
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| January 19, 2024 |
SERA / Sera Prognostics, Inc. / INTERWEST PARTNERS X LP - SC 13G/A Passive Investment SC 13G/A OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2010 Estimated average burden hours per response 10. |
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| January 10, 2024 |
EX-99.1 2 tm242424d2ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that this Statement on Schedule 13G relating to the Common Stock of Sera Prognostics, Inc. is being filed with the Securities and Exchange Commission on behalf of each of them. January 10, 2024 BAKER BROS. ADVISOR |
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| January 10, 2024 |
SERA / Sera Prognostics, Inc. / BAKER BROS. ADVISORS LP - SC 13G Passive Investment SC 13G 1 tm242424d2sc13g.htm SC 13G SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No.)* Sera Prognostics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate bo |
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| January 3, 2024 |
SERA / Sera Prognostics, Inc. / Schindel Yair Chaim - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, Par Value $0.0001 per Share (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| December 12, 2023 |
Entry into a Material Definitive Agreement 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 6, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| December 6, 2023 |
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 6, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| December 6, 2023 |
Exhibit 99.1 SERA PROGNOSTICS ANNOUNCES PRIMARY ENDPOINT CRITERIA MET IN PIVOTAL PRIME STUDY INTERIM LOOK – ENROLLMENT TO STOP DUE TO SUCCESS SALT LAKE CITY, UT – December 6, 2023 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced that the |
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| November 8, 2023 |
SERA PROGNOSTICS REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS Salt Lake City – November 8, 2023 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the third quarter of 2023 ended September 30, 2023. Recent |
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| November 8, 2023 |
Exhibit 10.2 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of November 6, 2023 and, except as expressly provided otherwise, effective for all purposes as of June 7, 2023 (the “Effective Date”), by and between Sera Prognostics, Inc., a Delaware corporation (the “Company”), and Austin Aerts (“Employee”). WHEREAS, the Company employed Empl |
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| November 8, 2023 |
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 8, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| November 8, 2023 |
Exhibit 10.1 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is dated as November 6, 2023 (the “Effective Date”), by and between Sera Prognostics, Inc., a Delaware corporation (the “Company”), and Evguenia Lindgardt (the “Employee”). WHEREAS, the Company’s Board of Directors (the “Board”) adopted resolutions on May 14, 2023 to accept Gregory C. Critchfield’ |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| November 8, 2023 |
Form of Restricted Stock Unit Agreement under the Registrant Exhibit 10.3 SERA PROGNOSTICS, INC. Restricted Stock Unit Award Grant Notice Restricted Stock Unit Award Grant under the Company’s 2021 Equity Incentive Plan 1. Name and Address of Participant: 2. Date of Grant of Restricted Stock Unit Award: 3. Maximum Number of Shares underlying Restricted Stock Unit Award: 4. Vesting of Award: This Restricted Stock Unit Award shall vest as follows provided the |
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| September 25, 2023 |
©2023 Sera Prognostics, Inc. All rights reserved. PreTRM, Sera Prognostics and their logos are trademarks or registered trademarks of Sera Prognostics, Inc. in the United States. Sera Prognostics Update September 25, 2023 Disclaimer ©2023 Sera Prognostics, Inc. All rights reserved. PreTRM, Sera Prognostics and their logos are trademarks or registered trademarks of Sera Prognostics, Inc. in the Uni |
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| September 25, 2023 |
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): September 25, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commissi |
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| August 9, 2023 |
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 9, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| August 9, 2023 |
Consulting Agreement by and between the Registrant and Michael R. Foley, M.D., dated July 1, 2023. Exhibit 10.2 CONSULTING AGREEMENT This agreement (the “Agreement”) is entered into effective as of July 1, 2023 (the “Effective Date”), between Sera Prognostics Inc. (the “Company”), with a business address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109, and Michael Foley (the “Consultant”). Company and Consultant may be referred to herein individually as a “Party” or collectively a |
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| August 9, 2023 |
Exhibit 10.1 RETIREMENT AND TRANSITION AGREEMENT This Retirement and Transition Agreement (the “Agreement”) is entered into between Sera Prognostics, Inc. (together with its subsidiaries, affiliates, successors and assigns, the “Company”), and Gregory C. Critchfield, M.D. (“Dr. Critchfield”) (Dr. Critchfield, together with the Company, the “Parties” and each a “Party”), and shall be effective as o |
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| August 9, 2023 |
Exhibit 10.3 THIRD AMENDMENT TO LEASE This Third Amendment to Lease (“Third Amendment”) is entered into as of the 25th day of July 2023 (“Effective Date”), by and between EASTLAND REGENCY, L.C., a Utah limited liability company (“Landlord”), and SERA PROGNOSTICS, INC., a Delaware corporation (“Tenant”). RECITALS WHEREAS, Landlord and Tenant entered into that certain Lease dated August 1, 2017 (“Le |
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| August 9, 2023 |
SERA PROGNOSTICS REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS Salt Lake City – August 9, 2023 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the second quarter of 2023 ended June 30, 2023. Recent High |
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| July 31, 2023 |
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 13, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 14, 2023 |
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 8, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 14, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SERA PROGNOSTICS, INC. Sera Prognostics, Inc. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: FIRST: That the name of the Corporation is Sera Prognostics, Inc. SECOND: That the Board of Directors of the Corporation duly |
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| May 25, 2023 |
Exhibit 99.1 Sera Prognostics Announces Commercial Changes and Actions to Optimize Business for Market Success Toward Accelerating Test Adoption and Revenue Aligning Management Team given New Refined Commercial Focus on Institutions Starting with Recent Appointment of Board Member Zhenya Lindgardt as Interim President and CEO Engages Leading Strategy House to Evaluate Best Pathways Toward Targetin |
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| May 25, 2023 |
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 22, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 19, 2023 |
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 15, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 16, 2023 |
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 14, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 16, 2023 |
Exhibit 99.1 Sera Prognostics Announces Retirement of President and CEO Dr. Greg Critchfield and Appointment of Board Member Zhenya Lindgardt as Interim CEO SALT LAKE CITY, UT – May 15, 2023 – Sera Prognostics Inc., The Pregnancy Company® (NASDAQ: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announce |
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| May 10, 2023 |
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 10, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| May 10, 2023 |
SERA PROGNOSTICS REPORTS FIRST QUARTER 2023 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS FIRST QUARTER 2023 FINANCIAL RESULTS Salt Lake City – May 10, 2023 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the first quarter of 2023 ended March 31, 2023. Recent Highlig |
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| April 25, 2023 |
DEF 14A 1 a2023seraproxy-definitive.htm DEF 14A 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 |
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| April 25, 2023 |
sera20221231ars UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| April 25, 2023 |
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 |
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| April 14, 2023 |
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 |
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| March 22, 2023 |
SERA PROGNOSTICS REPORTS FOURTH QUARTER 2022 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS FOURTH QUARTER 2022 FINANCIAL RESULTS Salt Lake City – March 22, 2023 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the fourth quarter and full year 2022 ended December 31, 20 |
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| March 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| March 22, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Sera Prognostics, Inc. |
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| March 22, 2023 |
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 22, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| March 22, 2023 |
Exhibit 10.8 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AMENDMENT NO. 1 TO IPO PARTICIPATION, BOARD, OBSERVER AND [***] RIGHTS LETTER AGREEMENT THIS AMENDMENT No. 1 (“Amendment No. 1”) is made effective as of February 16, 2023 (the “Amendment No. 1 |
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| March 22, 2023 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sera Prognostics, Inc. (Exact name of registrant as specified in its charter) Delaware 26-1911522 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 2749 East Parleys Way Suite 200 Salt Lak |
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| March 10, 2023 |
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 10, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| February 22, 2023 |
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 16, 2023 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commissio |
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| February 10, 2023 |
EX-99.A 2 d461216dex99a.htm EX-99.A EXHIBIT A Joint Filing Statement We, the undersigned, hereby express our agreement that the attached Schedule 13G is filed on behalf of each of us. Date: February 10, 2023 INTERWEST PARTNERS X, LP By: InterWest Management Partners X, LLC, its General Partner By: /s/ Karen A. Wilson, Power of Attorney Attorney-in-Fact INTERWEST MANAGEMENT PARTNERS X, LLC By: Kare |
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| February 10, 2023 |
SERA / Sera Prognostics, Inc. Class A / INTERWEST PARTNERS X LP - SC 13G/A Passive Investment SC 13G/A 1 d461216dsc13ga.htm SC 13G/A OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2010 Estimated average burden hours per response 10.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO 1)* Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 81749D107 (CU |
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| January 9, 2023 |
SERA / Sera Prognostics, Inc. Class A / Schindel Yair Chaim - SC 13G/A Passive Investment SC 13G/A 1 zk2328986.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, Par Value $0.0001 per Share (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropr |
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| November 9, 2022 |
Exhibit 10.1 SECOND AMENDMENT TO LEASE This Second Amendment to Lease (?Second Amendment?) is entered into as of the 10th day of October 2022 (?Effective Date?), by and between EASTLAND REGENCY, L.C., a Utah limited liability company (?Landlord?), and SERA PROGNOSTICS, INC., a Delaware corporation (?Tenant?). RECITALS WHEREAS, Landlord and Tenant entered into that certain Lease dated August 1, 201 |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| November 9, 2022 |
SERA PROGNOSTICS REPORTS THIRD QUARTER 2022 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS THIRD QUARTER 2022 FINANCIAL RESULTS Salt Lake City – November 9, 2022 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the third quarter ended September 30, 2022. Recent Highlig |
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| November 9, 2022 |
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 9, 2022 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| August 10, 2022 |
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 10, 2022 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| August 10, 2022 |
SERA PROGNOSTICS REPORTS SECOND QUARTER 2022 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS SECOND QUARTER 2022 FINANCIAL RESULTS Salt Lake City ? August 10, 2022 ? Sera Prognostics Inc., The Pregnancy Company? (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the second quarter ended June 30, 2022. Recent Highlights: |
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| July 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 1) Sera Prognostics, Inc. (Name of Issuer) Class A common stock, par value $ 0.0001 per share (Title of Class of Securities) 81749D107 (CUSIP Number) 07/18/2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| June 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 8, 2021 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commissi |
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| June 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 29, 2021 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commiss |
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| June 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 11, 2022 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| June 6, 2022 |
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 3, 2022 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. ) Sera Prognostics, Inc. (Name of Issuer) Class A common stock, par value $ 0.0001 per share (Title of Class of Securities) 81749D107 (CUSIP Number) 12/31/2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| May 10, 2022 |
SERA PROGNOSTICS REPORTS FIRST QUARTER 2022 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS FIRST QUARTER 2022 FINANCIAL RESULTS Salt Lake City ? May 10, 2022 ? Sera Prognostics Inc., The Pregnancy Company? (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the first quarter ended March 31, 2022. Recent Highlights: ?Si |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x 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 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| May 10, 2022 |
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 10, 2022 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission Fil |
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| April 22, 2022 |
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 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)) ? Definitive Proxy State |
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| April 22, 2022 |
DEF 14A 1 a2022seraproxy.htm DEF 14A 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 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 |
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| April 12, 2022 |
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 11, 2022 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| April 12, 2022 |
Exhibit 99.1 SERA PROGNOSTICS ANNOUNCES THE APPOINTMENT OF DR. JANE F. BARLOW TO THE SERA PROGNOSTICS BOARD ? Accomplished business and health services leader joins Sera in its quest to improve pregnancy outcomes of mothers and babies ? Salt Lake City, Apr. 12, 2022 (PR NEWSWIRE) ?? Sera Prognostics Inc., The Pregnancy Company? (NASDAQ: SERA), focused on improving maternal and neonatal health by p |
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| March 29, 2022 |
Exhibit 10.20 May 20, 2021 Robert G. Harrison 1161 Eaglewood Loop North Salt Lake, UT 84054 Re: 1st Amendment to Employment Agreement for Robert G. Harrison dated March 30, 2021 Dear Rob: This letter is an amendment (the ?Amendment No.1?) to the Employment Agreement between you and Sera Prognostics, Inc. dated March 30, 2021 (the ?Employment Agreement?) for the purpose of amending your bonus perce |
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| March 29, 2022 |
Exhibit 10.19 FINAL SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of March 30, 2021 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Robert G. Harrison (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth |
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| March 29, 2022 |
Exhibit 10.22 FIRST AMENDMENT TO LEASE This First Amendment to Lease (?First Amendment?) is entered into as of the 7th day of June 2021 (?Effective Date?), by and between EASTLAND REGENCY, LC., a Utah limited liability company (?Landlord?), and SERA PROGNOSTICS, INC., a Delaware corporation (?Tenant?). RECITALS WHEREAS, Landlord and Tenant entered into that certain Lease dated August 1, 2017 (?Lea |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x 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 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| March 29, 2022 |
Exhibit 10.15 May 20, 2021 Benjamin G. Jackson 2863 E Oquirrh Dr Salt Lake City, UT 84108 Re: 1st Amendment to Employment Agreement for Benjamin G. Jackson dated April 13, 2021 Dear Ben: This letter is an amendment (the ?Amendment No.1?) to the Employment Agreement between you and Sera Prognostics, Inc. dated April 13, 2021 (the ?Employment Agreement?) for the purpose of amending your bonus percen |
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| March 29, 2022 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Sera Prognostics, Inc. |
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| March 29, 2022 |
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 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| March 29, 2022 |
Exhibit 10.17 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of January 3, 2022 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Michael Foley, MD (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth herein |
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| March 29, 2022 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sera Prognostics, Inc. (Exact name of registrant as specified in its charter) Delaware 26-1911522 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 2749 East Parleys Way Suite 200 Salt Lak |
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| March 29, 2022 |
Exhibit 10.11 Consulting Agreement CONSULTING AGREEMENT THIS AGREEMENT (the ?Agreement?) is entered into effective as of January 10, 2022 (the ?Effective Date?), between Sera Prognostics Inc. (the ?Company?), with a business address at 2749 East Parleys Way, Suite 200, Salt Lake City, UT 84109, and Douglas Fisher, MD (the ?Consultant?), with a business address at 587 Patrol Rd, Woodside, CA 94062. |
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| March 29, 2022 |
SERA PROGNOSTICS REPORTS FOURTH QUARTER 2021 FINANCIAL RESULTS EX-99.1 2 sera-20220329x8kxexhibit991.htm EX-99.1 Exhibit 99.1 SERA PROGNOSTICS REPORTS FOURTH QUARTER 2021 FINANCIAL RESULTS Salt Lake City – March 29, 2022 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the fourt |
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| March 29, 2022 |
Exhibit 4.6 DESCRIPTION OF REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Sera Prognostics, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): our Class A common stock, par value $0.0001 per share. Unless the context otherwise requires, all references to |
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| March 29, 2022 |
Exhibit 10.18 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT ? AMENDMENT This Amendment (this ?Amendment?) is effective for all purposes as of October 29, 2021 (the ?Amendment Effective Date?) to amend the Employment Agreement (the ?Agreement?) by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Michael Foley, MD (the ?Employee?). 1.The opening paragraph of the Agreemen |
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| February 22, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to certain shares of the Class A common stock of Sera Prognostics, Inc. and further agree that this Joint Filing Agreement shall be i |
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| February 22, 2022 |
SERA / Sera Prognostics, Inc. Class A / Anthem, Inc. - 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. )* Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| February 14, 2022 |
SERA / Sera Prognostics, Inc. Class A / INTERWEST PARTNERS X LP - SC 13G Passive Investment SC 13G OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2010 Estimated average burden hours per response 10. |
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| February 14, 2022 |
EXHIBIT A Joint Filing Statement We, the undersigned, hereby express our agreement that the attached Schedule 13G is filed on behalf of each of us. |
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| January 24, 2022 |
SERA / Sera Prognostics, Inc. Class A / Schindel Yair Chaim - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Sera Prognostics, Inc. (Name of Issuer) Class A Common Stock, Par Value $0.0001 per Share (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| January 4, 2022 |
SERA / Sera Prognostics, Inc. Class A / Domain Partners VIII, L.P. - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 SERA PROGNOSTICS, INC. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 81749D107 (CUSIP Number) December 31, 2021 ( |
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| November 30, 2021 |
Exhibit 99.1 SERA PROGNOSTICS ANNOUNCES THE APPOINTMENT OF SANDRA A.J. LAWRENCE TO THE SERA PROGNOSTICS BOARD Highly respected healthcare and financial leader joins Sera in its quest to improve pregnancy outcomes of mothers and babies Salt Lake City, Nov. 30, 2021 (PR NEWSWIRE) - Sera Prognostics Inc., The Pregnancy Company? (NASDAQ: SERA), focused on improving maternal and neonatal health by prov |
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| November 30, 2021 |
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 29, 2021 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commissio |
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| November 9, 2021 |
SERA PROGNOSTICS REPORTS THIRD QUARTER 2021 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS THIRD QUARTER 2021 FINANCIAL RESULTS Salt Lake City ? November 9, 2021 ? Sera Prognostics Inc., The Pregnancy Company? (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the third quarter ended September 30, 2021. Recent Highlig |
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| November 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x 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 Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| November 9, 2021 |
Non-Employee Director Compensation Policy. Exhibit 10.2 Sera Prognostics, Inc. Non-Employee Director Compensation Policy Non-employee members of the board of directors (the ?Board?) of Sera Prognostics, Inc. (the ?Company?) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this ?Policy?). The cash and equity compensation described in this Policy shall be paid or issued, as applicable |
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| November 9, 2021 |
Employment Agreement by and between the Registrant and Paul Kearney, dated October 1, 2021. Exhibit 10.1 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of October 1, 2021 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Paul Kearney, Ph.D. (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth herei |
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| November 9, 2021 |
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 9, 2021 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| November 8, 2021 |
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 8, 2021 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| November 8, 2021 |
Exhibit 99.1 SERA PROGNOSTICS ANNOUNCES THE APPOINTMENT OF ZHENYA LINDGARDT TO THE BOARD Noted healthcare and technology executive joins to help Sera achieve its vision as The Pregnancy Company? to improve maternal and newborn health Salt Lake City, Nov. 8, 2021 (PR NEWSWIRE) - Sera Prognostics Inc., The Pregnancy Company? (NASDAQ: SERA), focused on improving maternal and neonatal health by provid |
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| August 30, 2021 |
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 30, 2021 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40606 26-1911522 (State or other jurisdiction of incorporation) (Commission |
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| August 30, 2021 |
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 June 30, 2021 ? OR ? ? ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? Commission File Number: 001-40606 SERA PROGNOSTICS, INC. |
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| August 30, 2021 |
SERA PROGNOSTICS REPORTS SECOND QUARTER 2021 FINANCIAL RESULTS Exhibit 99.1 SERA PROGNOSTICS REPORTS SECOND QUARTER 2021 FINANCIAL RESULTS Salt Lake City ? August 30, 2021 ? Sera Prognostics Inc., The Pregnancy Company? (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the second quarter ended June 30, 2021. Recent Highlights: |
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| August 11, 2021 |
As filed with the Securities and Exchange Commission on August 10, 2021 As filed with the Securities and Exchange Commission on August 10, 2021 Registration No. |
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| July 26, 2021 |
Power of Attorney, dated July 21, 2021, made by Wiaczeslaw Smolokowski in favor of Shalom Leaf EX-24.4 6 ea144731ex24-4serapro.htm POWER OF ATTORNEY, DATED JULY 21, 2021, MADE BY WIACZESLAW SMOLOKOWSKI IN FAVOR OF SHALOM LEAF Exhibit 24.4 LIMITED POWER OF ATTORNEY The undersigned, Wiaczeslaw Smolokowski, hereby appoints Shalom Leaf as his attorney-in-fact for and on behalf of the undersigned, in respect of (A) any current or future direct or indirect beneficial ownership of, or pecuniary in |
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| July 26, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Schedule 13D, dated as of July 26, 2021, with respect to the Class A Common Stock of Sera Pharmaceuticals, Inc. is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(f) under the Securities Exchange Act of 1934. |
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| July 26, 2021 |
EX-24.1 3 ea144731ex24-1serapro.htm POWER OF ATTORNEY, DATED JULY 21, 2021, MADE BY MARCIN CZERNIK AND CHIONE LTD. IN FAVOR OF SHALOM LEAF Exhibit 24.1 LIMITED POWER OF ATTORNEY The undersigned, Marcin Czernik, hereby appoints Shalom Leaf as his attorney-in-fact (i) for and on behalf of the undersigned, including, without limitation, in my current or future capacity as a director and, if applicabl |
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| July 26, 2021 |
SERA / Sera Prognostics, Inc. Class A / Chione Ltd - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Sera Prognostics, Inc. (Name of Company) Class A Common Stock (Title of Class of Securities) 81749D107 (CUSIP Number) Shalom Leaf, Esq. 825 West End Avenue, 8A New York, NY 10025 (917) 922-8719 (Name, Address and Telephone Number of Person Authorized to R |
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| July 26, 2021 |
Exhibit 24.3 LIMITED POWER OF ATTORNEY The undersigned, Anastasios Nikolaou, hereby appoints Shalom Leaf as his attorney-in-fact (i) for and on behalf of the undersigned, including, without limitation, in my current or future capacity as a director and, if applicable, as an officer of Chione Limited (the ?Company?), and (ii) for and on behalf of the Company, in each case, in respect of (A) any cur |
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| July 26, 2021 |
EX-24.2 4 ea144731ex24-2serapro.htm POWER OF ATTORNEY, DATED JULY 21, 2021, MADE BY ANDREAS HADJIMICHAEL AND CHIONE LTD. IN FAVOR OF SHALOM LEAF Exhibit 24.2 LIMITED POWER OF ATTORNEY The undersigned, Andreas Hadjimichael, hereby appoints Shalom Leaf as his attorney-in-fact (i) for and on behalf of the undersigned, including, without limitation, in my current or future capacity as a director and, |
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| July 26, 2021 |
Exhibit 4.4 Sera Prognostics, Inc. Public Offering of Common Stock , 2021 Citigroup Global Markets Inc. Cowen and Company, LLC William Blair & Company, L.L.C. As Representatives of the several Underwriters c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 c/o William Blair & Company, L.L.C. 150 N |
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| July 23, 2021 |
SERA / Sera Prognostics, Inc. Class A / Vivo Capital IX, LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Sera Prognostics, Inc. (Name of Issuer) Class A common stock, par value $ 0.0001 per share (Title of Class of Securities) 81749D107 (CUSIP Number) July 19, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| July 20, 2021 |
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): July 19, 2021 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware 021-169017 26-1911522 (State or other jurisdiction of incorporation) (Commission F |
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| July 20, 2021 |
Exhibit 3.2 SERA PROGNOSTICS, INC. AMENDED AND RESTATED BYLAWS (Effective as of July 19, 2021) ARTICLE I - STOCKHOLDERS Section 1. Annual Meeting. An annual meeting of the stockholders of Sera Prognostics, Inc. (the ?Corporation?), for the election of directors to succeed those whose terms expire and for the transaction of such other business as may properly come before the meeting, shall be held |
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| July 20, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SERA PROGNOSTICS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Sera Prognostics, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: The Certificate of Incorporation of the Corporation was filed with the |
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| July 16, 2021 |
4,687,500 SHARES CLASS A COMMON STOCK TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(4) ?Registration No. 333-257038? PROSPECTUS 4,687,500 SHARES CLASS A COMMON STOCK ? This is an initial public offering of shares of Class A common stock of Sera Prognostics, Inc. We are selling 4,687,500 shares of our Class A common stock. The initial public offering price is $16.00 per share of Class A common stock. We have granted the underwriters |
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| July 14, 2021 |
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 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 SERA PROGNOSTICS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 26-1911522 (I.R.S. Employer Identification No |
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| July 12, 2021 |
CORRESP 1 filename1.htm July 12, 2021 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: David Gessert Celeste Murphy Re: Sera Prognostics, Inc. (the “Company”) Registration Statement on Form S-1 File No. 333-257038 Acceleration Request Requested Date: July 14, 2021 Requested Time: 4:00 p.m., Eastern Standard Time Ladi |
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| July 12, 2021 |
Sera Prognostics, Inc. 2749 East Parleys Way, Suite 200 Salt Lake City, Utah 84109 CORRESP 1 filename1.htm Sera Prognostics, Inc. 2749 East Parleys Way, Suite 200 Salt Lake City, Utah 84109 July 12, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert Celeste Murphy Re: Sera Prognostics, Inc. Registration Statement on Form S-1 File No. 333-257038 Request for Acceleration Ladies and Ge |
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| July 8, 2021 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SERA PROGNOSTICS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Sera Prognostics, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: The Certificate of Incorporation of the Corporation was filed with the |
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| July 8, 2021 |
Form of Restricted Stock Unit Agreement under the Registrant’s 2021 Equity Incentive Plan Exhibit 10.3 SERA PROGNOSTICS, INC. 2021 EQUITY INCENTIVE PLAN 1. DEFINITIONS. Unless otherwise specified or unless the context otherwise requires, the following terms, as used in this Sera Prognostics, Inc. 2021 Equity Incentive Plan, have the following meanings: ?Administrator? means the Board of Directors, unless it has delegated power to act on its behalf to the Committee, in which case the te |
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| July 8, 2021 |
Amended and Restated Certificate of Incorporation, as amended. Exhibit 3.1 SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SERA PROGNOSTICS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Sera Prognostics, 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?), DOES HEREBY CERTIFY: 1. Tha |
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| July 8, 2021 |
Exhibit 4.1 # D E L A W A R E # SEAL S E R A PROG N O STICS, IN C .. CORP O RA TE January 17, 2008 SERA FULLY PAID AND NONASSESSABLE SHARES OF CLASS A COMMON STOCK, $0.0001 PAR VALUE PER SHARE, OF Sera Prognotics, Inc. transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid until count |
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| July 8, 2021 |
Form of Amended and Restated By-Laws (to be effective upon completion of this offering). Exhibit 3.4 SERA PROGNOSTICS, INC. AMENDED AND RESTATED BYLAWS (Effective as of July , 2021) ARTICLE I - STOCKHOLDERS Section 1. Annual Meeting. An annual meeting of the stockholders of Sera Prognostics, Inc. (the ?Corporation?), for the election of directors to succeed those whose terms expire and for the transaction of such other business as may properly come before the meeting, shall be held at |
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| July 8, 2021 |
2021 Employee Stock Purchase Plan Exhibit 10.4 SERA PROGNOSTICS, INC. EMPLOYEE STOCK PURCHASE PLAN The following constitute the provisions of the 2021 Employee Stock Purchase Plan (the ?Plan?) of Sera Prognostics, Inc. (the ?Company?). 1. Purpose. The purpose of the Plan is to provide Employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock of the Company. It is the intention of the Com |
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| July 8, 2021 |
Form of Indemnification Agreement. Exhibit 10.1 SERA PROGNOSTICS, INC. INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made and entered into this day of , 20, by and between Sera Prognostics, Inc. a Delaware corporation (the ?Company?), and (?Indemnitee?). WHEREAS, qualified persons are reluctant to serve corporations as directors or otherwise unless they are provided with broad indemnification and in |
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| July 8, 2021 |
Exhibit 10.2.1 Option No. SERA PROGNOSTICS, INC. Stock Option Grant Notice Stock Option Grant under the Company?s 2011 Employee, Director and Consultant Equity Incentive Plan 1. Name and Address of Participant: 2. Date of Option Grant: 3. Type of Grant: 4. Maximum Number of Shares for which this Option is exercisable: 5. Exercise (purchase) price per share: 6. Option Expiration Date: 7. Vesting St |
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| July 8, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 Sera Prognostics, Inc. [?] Shares of Class A Common Stock Plus an option to purchase up to [?] additional shares of Class A Common Stock solely to cover over-allotments Underwriting Agreement New York, New York [?], 2021 Citigroup Global Markets Inc. Cowen and Company, LLC William Blair & Company, L.L.C. As Representatives of the several Underwriters c/o Citigroup Global Markets Inc. 3 |
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| July 8, 2021 |
As filed with the Securities and Exchange Commission on July 8, 2021. TABLE OF CONTENTS As filed with the Securities and Exchange Commission on July 8, 2021. |
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| June 21, 2021 |
One Financial Center Boston, MA 02111 617 542 6000 mintz.com CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE OMITTED PORTIONS, WHICH HAVE BEEN REPLACED WITH THE PLACEHOLDER ?[***].? June 21, 2021 VIA EDGAR AND COURIER Securities and Exchange Commission Division of Corporation Finance 10 |
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| June 11, 2021 |
Exhibit 4.5 FOURTH AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT THIS FOURTH AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT (this ?Agreement?) is made as of the 23rd day of February, 2021, by and among Sera Prognostics, Inc., a Delaware corporation (the ?Company?), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an ?Investor?, each of the s |
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| June 11, 2021 |
2011 Employee, Director and Consultant Equity Incentive Plan. Exhibit 10.2 SERA PROGNOSTICS, INC. 2011 EMPLOYEE, DIRECTOR AND CONSULTANT EQUITY INCENTIVE PLAN (as amended March 21, 2016 and August 20, 2020) 1. DEFINITIONS. Unless otherwise specified or unless the context otherwise requires, the following terms, as used in this Sera Prognostics. Inc. 2011 Employee, Director and Consultant Equity Incentive Plan, have the following meanings: Administrator means |
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| June 11, 2021 |
MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO, P.C. One Financial Center Boston, MA 02111 617 542 6000 mintz.com June 11, 2021 VIA EDGAR & OVERNIGHT MAIL Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert, Office of Life Sciences Re: Sera Prognostics, Inc. Amendment No. 2 to Draft Registration Statement on Form S-1 Submitted May 27, 2021 CIK No. 0001534969 (the ?Draf |
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| June 11, 2021 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 11, 2021. |
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| June 11, 2021 |
Offer Letter by and between the Registrant and John Peltier, dated July 8, 2016. Exhibit 10.17 July 8, 2016 John Peltier 4 West Ledge Road Clinton, MA 01510 (801) 651-2964 Dear John: It has been a great pleasure for us to speak with you and to learn about your background and expertise. We are very pleased to offer you the position of Vice President of Laboratory Operations at Sera Prognostics, Inc. (?Sera?). Sera is currently focused on executing the commercial launch of PreTR |
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| June 11, 2021 |
EX-21.1 39 tm2110724d11ex21-1.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries of the Registrant None. |
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| June 11, 2021 |
Exhibit 10.6 LABORATORY SERVICES AGREEMENT PRIMESTUDY This Laboratory Services Agreement (?Agreement?) is made and entered into effective as of November 10, 2020 (?Effective Date?) by and between Anthem Health Insurance and Amerigroup Corporation, whose principal place of business is 4425 Corporation Lane Virginia Beach, VA 23462 (hereinafter referred to collectively as ?Anthem?), and Sera Prognos |
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| June 11, 2021 |
Exhibit 10.8 April 29, 2021 c/o Baker Bros. Advisors LP 860 Washington St. ? 3rd fl. New York, NY 10014 Re: IPO Participation, Board, Observer and [***] Rights Ladies and Gentlemen: Subject to and in consideration of the purchase of shares of Series E Preferred Stock, par value $0.0001 per share (the ?Preferred Stock?), of Sera Prognostics, Inc., a Delaware corporation (the ?Company?), by Baker Br |
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| June 11, 2021 |
Exhibit 4.2 Execution Version THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL I |
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| June 11, 2021 |
Exhibit 10.7.1 Confidential COMMERCIALIZATION AGREEMENT This Commercialization Agreement (?Agreement?) is effective as of January 9, 2017 (?Effective Date?) and is entered into by and between Sera Prognostics, Inc. (?Sera?), a Delaware corporation with its principal place of business at 2749 East Parleys Way, Suite 200, Salt Lake City, Utah 84109, and Laboratory Corporation of America Holdings (?L |
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| June 11, 2021 |
Exhibit 10.2.1 Option No. SERA PROGNOSTICS, INC. Stock Option Grant Notice Stock Option Grant under the Company?s 2011 Employee, Director and Consultant Equity Incentive Plan 1. Name and Address of Participant: 2. Date of Option Grant: 3. Type of Grant: 4. Maximum Number of Shares for which this Option is exercisable: 5. Exercise (purchase) price per share: 6. Option Expiration Date: 7. Vesting St |
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| June 11, 2021 |
Exhibit 10.18.2 July 30, 2020 Thomas Garite, MD 653 Round Tree Drive Grand Junction, CO 81506 Re: 2nd Amendment to Offer of Employment for Thomas Garite, MD dated June 17, 2020 Dear Tom: This letter is the 2nd amendment (the ?2nd Amendment?) to the aforementioned Offer of Employment from Sera Prognostics, Inc. dated June 17, 2020 (the ?Offer of Employment?), as amended on July 1, 2020 (the 1st Ame |
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| June 11, 2021 |
Exhibit 4.3 Execution Version THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL I |
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| June 11, 2021 |
Employment Agreement by and between the Registrant and Jay M. Moyes, dated March 24, 2020. Exhibit 10.10 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of March 24, 2020 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Jay M. Moyes (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth herein, the |
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| June 11, 2021 |
Amended and Restated Certificate of Incorporation, as amended. Exhibit 3.1 SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SERA PROGNOSTICS, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Sera Prognostics, 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?), DOES HEREBY CERTIFY: 1. Tha |
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| June 11, 2021 |
Employment Agreement by and between the Registrant and Douglas C. Fisher, dated January 27, 2015. Exhibit 10.11 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of January 27, 2015 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Douglas C. Fisher (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth herei |
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| June 11, 2021 |
Separation Agreement by and between the Registrant and Garrett Lam, dated June 19, 2020. Exhibit 10.15 June 19, 2020 Garrett Lam 1864 E. Mountain Crest Drive Draper, UT 84020 Re: Separation Agreement Dear Garrett: The purpose of this letter agreement (the ?Agreement?) is to set forth the terms of your separation from Sera Prognostics, Inc. (the ?Company?), and the entirety of the understanding between you, Garrett Lam, on the one hand and the Company on the other, with respect thereto |
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| June 11, 2021 |
Exhibit 10.9 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of November 8, 2011 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Gregory C. Critchfield, M.D (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set fo |
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| June 11, 2021 |
Employment Agreement by and between the Registrant and Garrett Lam, dated June 13, 2018. Exhibit 10.14 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of the start date (the ?Effective Date?) of the Offer Letter to you dated 13 June 2018, by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Garrett Lam (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, condi |
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| June 11, 2021 |
Offer Letter by and between the Registrant and Nichole Martin, dated March 30, 2020. Exhibit 10.19 March 30,2020 Nichole Martin 810 Silver Charm Drive Saline, MI 48175 Dear Nikki, It has been a great pleasure for all of us to speak with you and to learn about your background and expertise. We are very pleased to offer you the position of Vice President of Quality/Regulatory at Sera Prognostics, Inc. (?Sera?). Sera is currently focused on executing the commercial launch of PreTRM?, |
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| June 11, 2021 |
Exhibit 10.20 LEASE by and between EASTLAND REGENCY, L.C., a Utah limited liability company, as Landlord and SERA PROGNOSTICS, INC., a Delaware corporation, as Tenant REGENCY OFFICE BUILDING 2749 EAST PARLEYS WAY, SUITES 200, 210, 320, 330 & 340 SALT LAKE CITY, UTAH 84109 REGENCY OFFICE BUILDING - 2749 EAST PARLEYS WAY SALT LAKE CITY, UTAH TABLE OF CONTENTS Page ARTICLE I. BASIC LEASE PROVISIONS; |
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| June 11, 2021 |
Employment Agreement by and between the Registrant and Nadia Altomare, dated May 15, 2017. Exhibit 10.12 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of May 15, 2017 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Nadia Altomare (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth herein, the |
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| June 11, 2021 |
Offer Letter by and between the Registrant and Thomas Garite, dated June 17, 2020. Exhibit 10.18 June 17, 2020 Thomas Garite, MD 653 Round Tree Drive Grand Junction, CO 81506 Dear Tom, We have greatly appreciated the consulting services that you have provided to Sera Prognostics, Inc. (?Sera?) as an independent contractor under the Consulting Agreement between us dated December 1, 2018. As we have discussed with you, we are terminating that Agreement effective June 22, 2020 and |
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| June 11, 2021 |
Amendment to Offer Letter by and between the Registrant and Thomas Garite, dated July 1, 2020. Exhibit 10.18.1 July 1, 2020 Thomas Garite, MD 653 Round Tree Drive Grand Junction, CO 81506 Re: Amendment to Offer of Employment for Thomas Garite, MD dated June 17, 2020 Dear Tom: This letter is an amendment (the ?Amendment?) to the aforementioned Offer of Employment from Sera Prognostics, Inc. dated June 17, 2020 (the ?Offer of Employment?). Effective July 1, 2020, your salary will be $16,000.0 |
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| June 11, 2021 |
Exhibit 10.7.2 First Amendment to Commercialization Agreement This First Amendment to Commercialization Agreement (?Amendment?) is made and shall be effective upon the date this Amendment is signed by both Parties (?Amendment Date?) by and between Sera Prognostics, Inc. (?Sera?), a Delaware corporation with its principal place of business at 2749 East Parleys Way, Suite 200, Salt Lake City, Utah 8 |
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| June 11, 2021 |
EX-3.3 11 tm2110724d11ex3-3.htm EXHIBIT 3.3 Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF SERA PROGNOSTICS, INC. (a Delaware corporation) ARTICLE I — MEETINGS OF STOCKHOLDERS 1.1 Place of Meetings; Telephonic Meetings. Meetings of stockholders of Sera Prognostics, Inc. (the “Corporation”) shall be held at any place, within or outside the State of Delaware, designated by the Corporation’s board of dir |
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| June 11, 2021 |
Exhibit 4.4 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTAN |
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| June 11, 2021 |
Exhibit 10.5 Execution Version COMMERCIAL COLLABORATION AGREEMENT This Commercial Collaboration Agreement (this ?Agreement?), dated as of February 17, 2021 (the ?Effective Date?), is made by and between Anthem, Inc. and its Affiliates (as defined below) (collectively, ?Anthem?) on the one hand, and Sera Prognostics, Inc. (?Company?) on the other hand. WHEREAS, Anthem currently participates in Comp |
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| June 11, 2021 |
Employment Agreement by and between the Registrant and Benjamin Jackson, dated April 13, 2021. Exhibit 10.16 FINAL SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of April 13, 2021 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Benjamin Jackson (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth he |
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| June 11, 2021 |
Exhibit 10.18.3 April 28, 2021 Thomas Garite, MD 653 Round Tree Drive Grand Junction, CO 81506 Re: 3rd Amendment to Offer of Employment for Thomas Garite, MD dated June 17, 2020 Dear Tom: This letter is the 3rd amendment (the ?3rd Amendment?) to the aforementioned Offer of Employment from Sera Prognostics, Inc. dated June 17, 2020 (the ?Offer of Employment?), as amended on July 1, 2020 (the 1st Am |
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| June 11, 2021 |
Exhibit 10.7.3 CONFIDENTIAL SECOND AMENDMENT TO COMMERCIALIZATION AGREEMENT THIS Second Amendment to the January 9, 2017 Commercialization Agreement (?Second Amendment?), effective as of the date this Second Amendment is signed by both parties (the ?Effective Date?), is made by and between Sera Prognostics, Inc. (?Sera?) and Laboratory Corporation of America Holdings (?Labcorp?). Sera and Labcorp |
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| June 11, 2021 |
Employment Agreement by and between the Registrant and John J. Boniface, dated March 14, 2012. Exhibit 10.13 SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of March 14, 2012 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and John J. Boniface, Ph.D. (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth h |
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| May 27, 2021 |
Exhibit 10.8 April 29, 2021 c/o Baker Bros. Advisors LP 860 Washington St. ? 3rd fl. New York, NY 10014 Re: IPO Participation, Board, Observer and [***] Rights Ladies and Gentlemen: Subject to and in consideration of the purchase of shares of Series E Preferred Stock, par value $0.0001 per share (the ?Preferred Stock?), of Sera Prognostics, Inc., a Delaware corporation (the ?Company?), by Baker Br |
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| May 27, 2021 |
DRS/A 1 filename1.htm TABLE OF CONTENTS CONFIDENTIAL TREATMENT REQUESTED BY SERA PROGNOSTICS, INC. PURSUANT TO 17 C.F.R. SECTION 200.83 As confidentially submitted to the Securities and Exchange Commission on May 27, 2021. This Amendment No. 2 to the Draft Registration Statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains confidential. |
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| May 27, 2021 |
Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF SERA PROGNOSTICS, INC. (a Delaware corporation) ARTICLE I ? MEETINGS OF STOCKHOLDERS 1.1 Place of Meetings; Telephonic Meetings. Meetings of stockholders of Sera Prognostics, Inc. (the ?Corporation?) shall be held at any place, within or outside the State of Delaware, designated by the Corporation?s board of directors (the ?Board?). The Board may, in its |
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| May 27, 2021 |
WARRANT TO PURCHASE COMMON STOCK Exhibit 4.4 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTAN |
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| May 27, 2021 |
SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT Exhibit 10.16 FINAL SERA PROGNOSTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is effective for all purposes as of April 13, 2021 (the ?Effective Date?), by and between Sera Prognostics, Inc., a Delaware corporation (the ?Company?), and Benjamin Jackson (the ?Employee?). NOW, THEREFORE, in consideration of the mutual covenants, conditions and undertakings set forth he |
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| May 27, 2021 |
One Financial Center Boston, MA 02111 617 542 6000 mintz.com May 27, 2021 VIA EDGAR & OVERNIGHT MAIL Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert, Office of Life Sciences Re: Sera Prognostics, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted May 5, 2021 CIK No. 0001534969 (the ?Draft |
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| May 27, 2021 |
FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT Exhibit 4.5 FOURTH AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT THIS FOURTH AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT (this ?Agreement?) is made as of the 23rd day of February, 2021, by and among Sera Prognostics, Inc., a Delaware corporation (the ?Company?), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an ?Investor?, each of the s |
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| May 27, 2021 |
Exhibit 10.18 June 17, 2020 Thomas Garite, MD 653 Round Tree Drive Grand Junction, CO 81506 Dear Tom, We have greatly appreciated the consulting services that you have provided to Sera Prognostics, Inc. (?Sera?) as an independent contractor under the Consulting Agreement between us dated December 1, 2018. As we have discussed with you, we are terminating that Agreement effective June 22, 2020 and |
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| May 27, 2021 |
Exhibit 10.18(1) July 1, 2020 Thomas Garite, MD 653 Round Tree Drive Grand Junction, CO 81506 Re: Amendment to Offer of Employment for Thomas Garite, MD dated June 17, 2020 Dear Tom: This letter is an amendment (the ?Amendment?) to the aforementioned Offer of Employment from Sera Prognostics, Inc. dated June 17, 2020 (the ?Offer of Employment?). Effective July 1, 2020, your salary will be $16,000. |
