内克塔治疗 2024年度报告

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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 90 days. Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. : Large Accelerated Filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☒Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financialaccounting 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 effectiveness of its internal control over financialreporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐ Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes☐No☒ The approximate aggregate market value of voting stock held by non-affiliates of the registrant, based upon the last sale price of the registrant’s common stock on the lastbusiness day of the registrant’s most recently completed second fiscal quarter, June 30, 2024, as reported on The NASDAQ Capital Market, was approximately $226 million.As of March 6, 2025, the number of outstanding shares of the registrant’s common stock was 186,103,588. DOCUMENTS INCORPORATED BY REFERENCE NEKTAR THERAPEUTICS2024 ANNUAL REPORT ON FORM 10-KTABLE OF CONTENTS Summary of Risks PART I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities42Item 6.Reserved43Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations44Item 7A.Quantitative and Qualitative Disclosures About Market Risk54Item 8.Financial Statements and Supplementary Data56Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure92Item 9A.Controls and Procedures92Item 9B.Other Information92Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections93 PART III Item 10.Directors, Executive Officers and Corporate Governance94Item 11.Executive Compensation97Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters123Item 13.Certain Relationships and Related Transactions and Director Independence124Item 14.Principal Accountant Fees and Services125 PART IV Item 15.Exhibits and Financial Statement SchedulesItem 16.Form 10-K SummarySignatures Forward-Looking Statements This report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are “forward-looking statements” for purposes of this annual report on Form 10-K, including any projections of market size, earnings, revenue, milestonepayments, royalties, sales or other financial items, any statements of the plans and objectives of management for future operations(including, but not limited to, preclinical development, clinical trials and manufacturing), any statements related to our financial conditionand future working capital needs, any statements related to our prior strategic reorganization and cost restructuring plans, any statementsregarding potential future financing alternatives, any statements concerning proposed drug candidates and our future research anddevelopment plans, any statements regarding the timing for the start or end of clinical trials or submission of regulatory approval filings,any statements regarding future economic conditions or performance, any statements regarding the initiation, formation, or success of ourcollaboration arrangements, any statements regarding future payments that may come due to us, any statements regarding our plans andobjectives to initiate or continue clinical trials, any statements related to potential, anticipated, or ongoing litigation and any statements ofassumptions underlying any of the foregoing. In some cases, forward-looking statements can be identified by the use of terminology suchas “believe,” “may,” “will,” “expects,” “plans,” “ant