Theravance Biopharma Inc 2024年度报告

Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and(2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of RegulationS-T (§ 232.405 of this chapter) during the preceding 12months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large Accelerated Filer☐Non-accelerated Filer☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately$334.9million, based upon the closing price of $8.48 on the Nasdaq Global Market on June30, 2024. On February 21, 2025, there were49,470,647of the registrant’s ordinary shares outstanding. DOCUMENTS INCORPORATED BY REFERENCE Specified portions of the registrant’s definitive Proxy Statement to be issued in conjunction with the registrant’s 2025 Annual Meetingof Shareholders, which is expected to be filed not later than 120 days after the registrant’s fiscal year ended December 31, 2024, areincorporated by reference into Part III of this Annual Report. Except as expressly incorporated by reference, the registrant’s Proxy Statementshall not be deemed to be a part of this Annual Report on Form 10-K. THERAVANCE BIOPHARMA,INC.2024 Form10-K Annual ReportTable of Contents PART I Item1.Business4Item1A.Risk Factors20Item1B.Unresolved Staff Comments52Item 1C.Cybersecurity52Item2.Properties54Item3.Legal Proceedings54Item4.Mine Safety Disclosures55 PART IIItem5.Market for the Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities56Item6.[Reserved]57Item7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations58Item7A.Quantitative and Qualitative Disclosures About Market Risk65Item8.Financial Statements and Supplementary Data65Item9.Changes in and Disagreements with Accountants on Accounting and FinancialDisclosure65Item9A.Controls and Procedures65Item9B.Other Information66Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections66PART IIIItem10.Directors, Executive Officers and Corporate Governance67Item11.Executive Compensation67Item12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters67Item13.Certain Relationships and Related Transactions, and Director Independence67Item14.Principal Accountant Fees and Services67PART IVItem15.Exhibits and Financial Statement Schedules68Exhibit Index69Item 16.Form 10-K Summary72Signatures73 Special Note regarding Forward-Looking Statements This Annual Report on Form10-K contains forward-looking statements within the meaningof Section27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section21E ofthe Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such forward-lookingstatements involve risks, uncertainties and assumptions. All statements in this Annual Report onForm10-K, other than statements of historical facts, including statements regarding our strategy,future operations, future financial position, future revenues, projected costs, prospects, plans,intention