PVLA 10-K Annual Report Dec. 31, 2021 | Alphaminr
PIERIS PHARMACEUTICALS, INC.

PVLA 10-K Fiscal year ended Dec. 31, 2021

PIERIS PHARMACEUTICALS, INC.
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CIK: 1583648
Filing Type: 10-K/A
Report Date: 2021-12-31
Download URL: https://www.sec.gov/Archives/edgar/data/1583648/000158364822000057/pirs-20211231.htm
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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. 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 Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 15(a). The Following Documents Are Filed As Part Of This Annual Report on Form 10-k:Item 15(a)Item 15(a)(1) and (2)Item 15(a)(3) ExhibitsItem 15(a)(3)Item 16. Form 10-k Summary

Exhibits

2.1 Acquisition Agreement, dated as of December 17, 2014, by and among the Registrant, Pieris AG and the former stockholders of Pieris AG named therein Form 8-K (Exhibit 2.1) December 18, 2014 333-190728 3.1 Amended and Restated Articles of Incorporation of the Registrant Form 8-K (Exhibit 3.1) December 18, 2014 333-190728 3.2 Certificate of Designation of Series A Convertible Preferred Stock Form 10-Q (Exhibit 3.1) August 11, 2016 001-37471 3.3 Certificate of Designation of Series B Convertible Preferred Stock Form 8-K (Exhibit 3.1) February 4, 2019 001-37471 3.4 Certificate of Designation of Series C Convertible Preferred Stock Form 8-K (Exhibit 3.1) November 4, 2019 001-37471 3.5 Certificate of Designation of Series D Convertible Preferred Stock Form 8-K (Exhibit 3.1) April 6, 2020 001-37471 3.6 Certificate of Designation of Series E Convertible Preferred Stock Form 8-K (Exhibit 3.1) May 21, 2021 001-37471 3.7 Amended and Restated Bylaws of the Registrant Form 8-K (Exhibit 3.2) December 18, 2014 333-190728 3.8 Amendment to the Amended and Restated Bylaws of the Registrant Form 8-K (Exhibit 3.1) September 3, 2019 001-37471 4.1 Form of Common Stock certificate Form 8-K (Exhibit 4.1) December 18, 2014 333-190728 4.2 Form of Common Stock certificate Form 10-K (Exhibit 4.2) March 23, 2016 001-37471 4.3 Description of Registered Securities Form 10-K (Exhibit 4.3) March 13, 2020 001-37471 10.1 2014 Employee, Director and Consultant Equity Incentive Plan # Form 8-K (Exhibit 10.1) December 18, 2014 333-190728 10.2 Form of Stock Option Award Agreement under the Registrants 2014 Employee, Director and Consultant Equity Incentive Plan # Form 8-K (Exhibit 10.2) December 18, 2014 333-190728 10.3 2016 Employee, Director and Consultant Equity Incentive Plan # Form 8-K (Exhibit 10.1) July 1, 2016 001-37471 10.4 Form of Stock Option Award Agreement under the Registrants 2016 Employee, Director and Consultant Equity Incentive Plan # Form 10-K (Exhibit 10.4) March 30, 2017 001-37471 10.5 2018 Employee, Director and Consultant Equity Incentive Plan # Form 8-K (Exhibit 10.1) July 26, 2018 001-37471 10.6 Form of Stock Option Award Agreement under the Registrants 2018 Employee, Director and Consultant Equity Incentive Plan # Form S-8 (Exhibit 10.2) August 9, 2018 333-226733 10.7 Form of Stock Option Award Agreement under the Registrants 2020 Employee, Director and Consultant Equity Incentive Plan # Form S-8 (Exhibit 10.2) August 5, 2021 333-258502 10.8 2018 Employee Stock Purchase Plan # Form 8-K (Exhibit 10.2) July 26, 2018 001-37471 10.9 2019 Employee, Director and Consultant Equity Incentive Plan # Form 8-K (Exhibit 10.1) July 31, 2019 001-37471 10.10 2020 Employee, Director and Consultant Equity Incentive Plan # Form 8-K (Exhibit 10.1) June 29, 2020 001-37471 10.11 2020 Employee, Director and Consultant Equity Incentive Plan, as amended # Form 8-K (Exhibit 10.1) June 29, 2021 001-37471 10.12 Research and Licensing Agreement by and between Pieris AG and Technische Universitt Mnchen, dated as of July 26, 2007 Form 10-K (Exhibit 10.10) March 30, 2015 333-190728 10.13 License and Transfer Agreement by and between the Company and Enumeral Biomedical Holdings, Inc dated as of April 18, 2016 Form 10-Q/A (Exhibit 10.1) July 20, 2016 001-37471 10.14 Definitive License and Transfer Agreement by and between the Company and Enumeral Biomedical Holdings, Inc. dated as of June 6, 2016 Form 10-Q (Exhibit 10.1) August 11, 2016 001-37471 10.15 Amendment No.1 to Definitive License and Transfer Agreement by and between the Company and Enumeral Biomedical Holdings, Inc. effective as of January 3, 2017 Form 10-K (Exhibit 10.14) March 30, 2017 001-37471 10.16 Collaboration Agreement by and among the Registrant, Pieris Pharmaceuticals GmbH, Les Laboratoires Servier and Institut de Recherches Internationales Servier, dated as of January 4, 2017 Form 10-K/A (Exhibit 10.15) April 26, 2018 001-37471 10.17 Non-Exclusive Anticalin Platform Technology License Agreement by and among the Registrant, Pieris Pharmaceuticals GmbH, Les Laboratoires Servier and Institut de Recherches Internationales Servier, dated as of January 4, 2017 Form 10-K/A (Exhibit 10.16) April 26, 2018 001-37471 10.18 First Amendment to the License and Collaboration Agreement by and between Les Laboratoires Servier, Institut de Recherches Internationales Servier, Pieris Pharmaceuticals, Inc. and Pieris Pharmaceuticals GmbH, effective as of June 16, 2017 Form 10-Q/A (Exhibit 10.4) April 26, 2018 001-37471 10.19 Letter Amendment to the License and Collaboration Agreement by and between Les Laboratoires Servier, Institut de Recherches Internationales Servier, Pieris Pharmaceuticals, Inc. and Pieris Pharmaceuticals GmbH, effective as of January 3, 2020 + Form 10-K (Exhibit 10.16) March 13, 2020 001-37471 10.20 License & Collaboration Agreement by and between Pieris Pharmaceuticals Inc., Pieris Pharmaceuticals GmbH & Pieris Australia Pty. Limited and AstraZeneca AB, dated as of May 2, 2017 Form 10-Q/A (Exhibit 10.1) April 26, 2018 001-37471 10.21 Amendment No. 2, dated March 29, 2021, to the License & Collaboration Agreement by and between the Registrant and AstraZeneca AB Form 10-Q (Exhibit 10.4) May 17, 2021 001-37471 10.22 Non-Exclusive Anticalin Platform Technology License Agreement, by and between Pieris Pharmaceuticals Inc., Pieris Pharmaceuticals GmbH and Pieris Australia Pty. Limited and AstraZeneca AB, dated as of May 2, 2017 Form 10-Q/A (Exhibit 10.2) April 26, 2018 001-37471 10.23 Amendment No. 1, dated March 29, 2021, to the Non-Exclusive Anticalin Platform Technology License Agreement, dated May 2, 2017, by and between the Registrant and AstraZeneca AB Form 10-Q (Exhibit 10.5) May 17, 2021 001-37471 10.24 Subscription Agreement, dated March 29, 2021, by and between the Registrant and AstraZeneca AB Form 10-Q (Exhibit 10.6) May 17, 2021 001-37471 10.25 License and Collaboration Agreement by and among the Registrant, Pieris GmbH and Seagen, Inc., dated February 8, 2018 Form 10-Q (Exhibit 10.1) May 10, 2018 001-37471 10.26 Amendment No. 1 to License and Collaboration Agreement by and among the Registrant, Pieris GmbH and Seagen, Inc., dated June 2, 2020 Form 10-Q (Exhibit 10.3) August 10, 2020 001-37471 10.27 Amended and Restated License and Collaboration Agreement, dated March 24, 2021, by and between the Registrant and Seagen Inc. Form 10-Q (Exhibit 10.1) May 17, 2021 001-37471 10.28 Combination Study Agreement, dated March 24, 2021, by and between the Registrant and Seagen Inc. Form 10-Q (Exhibit 10.2) May 17, 2021 001-37471 10.29 Subscription Agreement, dated March 24, 2021, by and between the Registrant and Seagen Inc. Form 10-Q (Exhibit 10.3) May 17, 2021 001-37471 10.30 Non-Exclusive Anticalin Platform Technology License Agreement by and among the Registrant, Pieris Pharmaceuticals GmbH and Seagen, Inc., dated February 8, 2018 Form 10-Q (Exhibit 10.2) May 10, 2018 001-37471 10.31 Amendment No. 1 to Non-Exclusive Anticalin Platform Technology License Agreement by and among the Registrant, Pieris Pharmaceuticals GmbH and Seagen, Inc., dated June 2, 2020 Form 10-Q (Exhibit 10.3 August 10, 2020 001-37471 10.32 Clinical Trial Collaboration and Supply Agreement by and among the Registrant and Eli Lilly and Company, dated August 10, 2020 Form 10-Q (Exhibit 10.1) November 4, 2020 001-37471 10.33 Exclusive Product License Agreement, dated April 24, 2021, by and among the Registrant, Pieris Pharmaceuticals GmbH and BP Asset XII, Inc. Form 10-Q (Exhibit 10.1) August 5, 2021 001-37471 10.34 Research Collaboration and License Agreement, dated May 19, 2021, by and among the Registrant, Pieris Pharmaceuticals GmbH and Genentech, Inc. Form 10-Q (Exhibit 10.3) August 5, 2021 001-37471 10.35 Form of Indemnification Agreement by and between the Registrant and each of its current directors and executive officers # Form 8-K (Exhibit 10.10) December 18, 2014 333-190728 10.36 Employment Agreement by and between the Registrant and Stephen S. Yoder, dated as of December17, 2014 # Form 8-K (Exhibit 10.15) December 18, 2014 333-190728 10.37 Employment Agreement by and between the Registrant and Ahmed Mousa, dated as of October 7, 2021 # Form 10-Q (Exhibit 10.1) November 2, 2021 001-37471 10.38 Employment Agreement by and between the Registrant and Tom Bures, dated as of October 7, 2021 # Form 10-Q (Exhibit 10.2) November 2, 2021 001-37471 10.39 Non-Employee Director Compensation Policy, as amended *# 10.40 Agreement of Sublease by and between Berenberg Capital Markets LLC and the Registrant, dated as of August 27, 2015 Form 10-Q (Exhibit 10.3) November 13, 2015 001-37471 10.41 Subtenant Recognition and Attornment Agreement, by and among Pieris Pharmaceuticals, Inc., 225 State Street, LLC, and Berenberg Capital Markets LLC, dated as of May 31, 2019 Form 10-Q (Exhibit 10.29.1) August 9, 2019 001-37471 10.42 Lease Agreement by and between Pieris GmbH and Hallbergmoos Grundvermgen GmbH, dated October 24, 2018 Form 10-K (Exhibit 10.30) March 18, 2019 001-37471 10.43 Amendment No. 1 to Lease Agreement by and between Pieris GmbH and Hallbergmoos Grundvermgen GmbH, dated May 21, 2019 (English translation) Form 10-K (Exhibit 10.31) March 13, 2020 001-37471 10.44 Amendment No. 2 to Lease Agreement by and between Pieris GmbH and Hallbergmoos Grundvermgen GmbH, dated February 13, 2020 (English translation) Form 10-K (Exhibit 10.32) March 13, 2020 001-37471 10.45 Form of Securities Purchase Agreement, dated December17, 2014, by and among the Registrant and the Purchasers Form 8-K (Exhibit 10.1) December 23, 2014 333-190728 10.46 Form of Registration Rights Agreement, dated December 17, 2014, by and among the Registrant and the investors party thereto Form 8-K (Exhibit 10.2) December 23, 2014 333-190728 10.47 Form of Warrant to Purchase Common Stock, dated December 17, 2014, issued by the Registrant Form 8-K (Exhibit 10.3) December 23, 2014 333-190728 10.48 Securities Purchase Agreement, dated June 2, 2016, by and among the Registrant and the Investors named therein Form 8-K (Exhibit 10.1) June 6, 2016 001-37471 10.49 Registration Rights Agreement, dated June 2, 2016, by and among the Registrant and the Investors named therein Form 8-K (Exhibit 10.3) June 6, 2016 001-37471 10.50 Form of Warrant to purchase Common Stock, dated June 2, 2016, issued by the Registrant Form 8-K (Exhibit 10.2) June 6, 2016 001-37471 10.51 Securities Purchase Agreement, dated November 2, 2019, by and among the Company and the Investors named therein Form 8-K (Exhibit 10.1) November 4, 2019 001-37471 10.52 Registration Rights Agreement, dated November 2, 2019, by and among the Company and the Investors named therein Form 8-K (Exhibit 10.3) November 4, 2019 001-37471 10.53 Form of Warrant to purchase Common Stock, dated November 2, 2019, issued by the Registrant Form 8-K (Exhibit 10.2) November 4, 2019 001-37471 10.54 Exchange Agreement, dated January 30, 2019, by and among the Registrant and Biotechnology Value Fund, L.P., Biotechnology Value Fund II, L.P., and Biotechnology Value Trading Fund OS, L.P. Form 8-K (Exhibit 10.1) February 4, 2019 001-37471 10.55 Exchange Agreement, dated March 31, 2020, by and among the Registrant and Biotechnology Value Fund, L.P., Biotechnology Value Fund II, L.P., and Biotechnology Value Trading Fund OS, L.P. Form 8-K (Exhibit 10.1) April 6, 2020 001-37471 10.56 Exchange Agreement by and among the Registrant and Biotechnology Value Fund, L.P., Biotechnology Value Fund II, L.P., Biotechnology Value Trading Fund OS, L.P., and MSI BVF SPV, L.L.C., dated as of May 20, 2021 Form 8-K (Exhibit 10.1) May 21, 2021 001-37471 10.57 Open Market Sale Agreement, dated as of August 9, 2019, by and between Pieris Pharmaceuticals, Inc. and Jefferies LLC Form 10-Q (Exhibit 10.1) August 9, 2019 001-37471 10.58 Managing Director Services Agreement by and between Pieris Pharmaceuticals GmbH and Hitto Kaufmann, Ph.D., dated as of August 30, 2019 # Form 10-Q (Exhibit 10.2) November 12, 2019 001-37471 10.59 Non-Qualified Stock Option Agreement by and between the Registrant and Hitto Kaufmann, Ph.D., dated as of August 30, 2019 # Form 10-Q (Exhibit 10.3) November 12, 2019 001-37471 10.6 Form of Non-Qualified Stock Option Agreement by and between the Registrant and Tim Demuth, M.D., Ph.D. Form S-8 (Exhibit 10.3) August 5, 2021 333-258502 14.1 Corporate Code of Ethics and Conduct and Whistleblower Policy Form 10-K (Exhibit 14.1) March 31, 2021 001-37471 21.1 List of Subsidiaries * 23.1 Consent of Ernst & Young LLP * 31.1 Certification of Stephen S. Yoder, Chief Executive Officer and President, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 * 31.2 Certification of Thomas Bures, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 * 32.1 Certification of Stephen S. Yoder, Chief Executive Officer and President, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350 ** 32.2 Certification of Thomas Bures, Chief Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350 **