FHTX 10-K Annual Report Dec. 31, 2021 | Alphaminr
Foghorn Therapeutics Inc.
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FHTX 10-K Fiscal year ended Dec. 31, 2021

Balance Sheet
Cash Flow
Income Statement
Debt
Name: Foghorn Therapeutics Inc. <br /> CIK: 1822462 <br /> Filing Type: 10-K/A <br /> Report Date: 2021-12-31 <br /> Download URL: https://www.sec.gov/Archives/edgar/data/1822462/000162828022021950/fhtx-20211231.htm <br />
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Consolidated Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibit and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Third Amended and Restated Certificate of Incorporation of Foghorn Therapeutics Inc.(Incorporated by reference to Exhibit3.1 to the Registrants Current Report on Form 8-K (File No. 001-39634), filed on October 27, 2020). 3.2 Amended and Restated By-laws of Foghorn Therapeutics Inc. (Incorporated by reference to Exhibit3.2 to the Registrants Current Report on Form 8-K (File No. 001-39634), filed on October 27, 2020). 4.1 Specimen stock certificate evidencing shares of common stock (Incorporated by reference to Exhibit4.1 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 4.2 Amended and Restated Investors Rights Agreement, by and among Foghorn Therapeutics Inc. and the investors party thereto, dated as of December18, 2018 (Incorporated by reference to Exhibit 4.2 to the Registrants Registration Statement on Form S-1 (File No.333-249264), as amended, filed on October 19, 2020). 4.3 Amendment to the Investors Rights Agreement and the Voting Agreement, dated December18, 2018, by and among Foghorn Therapeutics Inc. and the investors party thereto, dated as of April 17, 2020 (Incorporated by reference to Exhibit4.3 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 4.4 Form of Warrant to Purchase SeriesA-2 Preferred Stock of the Registrant issued to Silicon Valley Bank, dated November 29, 2016 (Incorporated by reference to Exhibit4.4 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 4.5 Form of Warrant to Purchase Common Stock of the Registrant issued to Oxford Finance LLC (Incorporated by reference to Exhibit4.1 to the Registrants Current Report on Form 8-K (File No. 001-39634), filed on November 25, 2020. 4.6 Description of Registrants Securities(Incorporated by reference to Exhibit 4.6 to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2020 (File no. 001-39634), filed on March 18, 2021). 4.7 Amendment to Amended and Restated Investors Rights Agreement dated December 18, 2018, by and among Foghorn Therapeutics Inc. and the investors party thereto, dated as of December 10, 2021 (Incorporated by reference to Exhibit4.1 to the Registrants Current Report on Form 8-K (File No. 001-39634), filed on December 13, 2021). 10.1 Lease Agreement by and between ARE-Tech Square, LLC and Foghorn Therapeutics Inc., dated October 23, 2019 (Incorporated by reference to Exhibit 10.2 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 10.2++ Exclusive Collaboration and License Agreement, by and between Merck SharpDohme Corp. and Foghorn Therapeutics Inc., dated as of July 2, 2020 (Incorporated by reference to Exhibit 10.3 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 10.3^ Foghorn Therapeutics Inc. 2016 Stock Incentive Plan, as amended (Incorporated by reference to Exhibit10.4 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 10.4^ Form of Stock Restriction Agreement under the Foghorn Therapeutics Inc. 2016 Stock Incentive Plan (Incorporated by reference to Exhibit 10.5 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 10.5^ Form of Incentive Stock Option Grant Notice under the Foghorn Therapeutics Inc. 2016 Stock Incentive Plan (Incorporated by reference to Exhibit 10.6 to the Registrants Registration Statement on Form S-1 (File No. 333-249264) filed on October 2, 2020). 10.6^ Form of Non-Qualified Stock Option Grant Notice under the Foghorn Therapeutics Inc. 2016 Stock Incentive Plan (Incorporated by reference to Exhibit 10.7 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 10.7 Form of Indemnification Agreement between Foghorn Therapeutics Inc. and its directors and officers (Incorporated by reference to Exhibit 10.8 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 10.8^ Amended and Restated Letter Agreement between Foghorn Therapeutics Inc. and Adrian Gottschalk, dated October14, 2020 (Incorporated by reference to Exhibit 10.9 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.9^ Amended and Restated Letter Agreement between Foghorn Therapeutics Inc. and Samuel Agresta, M.D., M.P.H. T.M., dated October14, 2020 (Incorporated by reference to Exhibit 10.10 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October19, 2020). 10.10^ Amended and Restated Letter Agreement between Foghorn Therapeutics Inc. and Carl P. Decicco, Ph.D., dated October14, 2020 (Incorporated by reference to Exhibit 10.11 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.11^ Foghorn Therapeutics Inc. 2020 Equity Incentive Plan (Incorporated by reference to Exhibit10.12 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.12^ Form of Incentive Stock Option Agreement under the Foghorn Therapeutics Inc. 2020 Equity Incentive Plan (Incorporated by reference to Exhibit 10.13 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.13^ Form of Non-Statutory Stock Option Agreement (Employees) under the Foghorn Therapeutics Inc. 2020 Equity Incentive Plan (Incorporated by reference to Exhibit 10.14 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.14^ Form of Non-Statutory Stock Option Agreement (Non-Employee Directors) under the Foghorn Therapeutics Inc. 2020 Equity Incentive Plan (Incorporated by reference to Exhibit 10.15 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.15^ Foghorn Therapeutics Inc. 2020 Employee Stock Purchase Plan (Incorporated by reference to Exhibit10.16 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.16^ Foghorn Therapeutics Inc. 2020 Cash Incentive Plan (Incorporated by reference to Exhibit10.17 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.17^ Consulting Agreement between Foghorn Therapeutics Inc. and Cigall Kadoch, dated October1, 2015 (Incorporated by reference to Exhibit 10.18 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 19, 2020). 10.18^ Amendment to Consulting Agreement between Foghorn Therapeutics Inc. and CigallKadoch,dated October 29,2020 (Incorporated by reference to Exhibit 10.18 to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2020 (File No. 001-39634), filed on March 18, 2021). 10.19^ Consulting Agreement between Foghorn Therapeutics Inc. and Ian F. Smith, dated as of June 23, 2021(Incorporated by reference to Exhibit 10.1 to theRegistrant's QuarterlyReport on Form10-Q for the quarterly period ended June 30, 2021(File No.001-39634), filed onAugust 10, 2021. 10.20 Stock Purchase Agreement by and between Foghorn Therapeutics Inc. and Eli Lilly and Company, dated as of December 10, 2021 (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 001-39634), filed on December 13, 2021). 10.21++* Collaboration Agreement between Eli Lilly and Company and Foghorn Therapeutics Inc., dated as of December 10, 2021. 10.22^* Amended and Restated Letter Agreement between Foghorn Therapeutics Inc. and Allan Reine, M.D., dated October 14, 2020. 10.23^* Amended and Restated Letter Agreement between Foghorn Therapeutics Inc. and Steve Bellon, Ph.D., dated January 26, 2022. 10.24^* Amended and Restated Letter Agreement between Foghorn Therapeutics Inc. and Fanny Cavalie, dated January 27, 2022. 10.25^* Amended and RestatedLetter Agreement between Foghorn Therapeutics Inc. and Michael LaCascia, dated October 29, 2020. 10.26^* Letter Agreement between Foghorn Therapeutics Inc. and Carl Decicco, dated January 10, 2022. 10.27^* Form of Employee Non-Competition, Non-Solicitation, Confidentiality and Assignment Agreement between Foghorn Therapeutics Inc. and each of its executive officers. 21.1 List of Subsidiaries of Foghorn Therapeutics Inc. (Incorporated by reference to Exhibit21.1 to the Registrants Registration Statement on Form S-1 (File No. 333-249264), as amended, filed on October 2, 2020). 23.1* Consent of Deloitte Touche LLP 31.1* Rule 13a14(a) / 15d14(a) CertificationPrincipal Executive Officer. 31.2* Rule 13a14(a) / 15d14(a) CertificationPrincipal Financial Officer. 32.1** Section 1350 CertificationPrincipal Executive Officer. 32.2** Section 1350 CertificationPrincipal Financial Officer.