and Evercore Group L.L.C., on behalf of the Underwriters, subject to certain exceptions described in the prospectus supplement for the Offering, until July 3, 2023.Ī copy of the Underwriting Agreement is attached as Exhibit 1.1 hereto and is incorporated herein by reference. In connection with the Offering, the Company and the Company's directors and executive officers agreed not to sell or transfer any Common Stock without first obtaining the written consent of Goldman Sachs & Co. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by such parties. In addition, the Underwriting Agreement also contains customary representations, warranties and agreements by the Company and customary conditions to closing, obligations of the parties and termination provisions. Pursuant to the Underwriting Agreement, the Company agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended, or to contribute to payments that the Underwriters may be required to make because of such liabilities.
4D MOLECULAR THERAPEUTICS PHONE REGISTRATION
The Offering was made under a prospectus supplement and related prospectus filed with the Securities and Exchange Commission pursuant to the Company's effective shelf registration statement on Form S-3(Registration No. The net proceeds from the Offering are approximately $129.1 million, after deducting the underwriting discounts and commissions and estimated offering expenses payable by the Company. On May 5, 2023, the Underwriters notified the Company of their intent to exercise their option to purchase the Optional Shares in full. The Underwriters agreed to purchase the Shares from the Company pursuant to the Underwriting Agreement at a price of $15.04 per share. The price to the public in the Offering was $16.00 per share. In addition, under the terms of the Underwriting Agreement, the Company granted the Underwriters the option, for 30 days from the date of the Underwriting Agreement, to purchase up to 1,125,000 additional shares of Common Stock (the "Optional Shares" and, together with the Firm Shares, the "Shares"). and Evercore Group L.L.C., as representatives of the several underwriters named therein (the "Underwriters"), pursuant to which the Company agreed to issue and sell 7,500,000 shares (the "Firm Shares") of its common stock, par value $0.0001 per share ("Common Stock"), to the Underwriters (the "Offering"). (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Goldman Sachs & Co.
On May 4, 2023, 4D Molecular Therapeutics, Inc. 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 financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2of the Securities Exchange Act of 1934 (§ 240.12b-2of this chapter). Securities registered pursuant to Section 12(b) of the Act:Ĭommon Stock, $0.0001 par value per share Pre-commencementcommunications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c)) Pre-commencementcommunications pursuant to Rule 14d-2(b)under the Exchange Act (17 CFR 240.14d-2(b)) Soliciting material pursuant to Rule 14a-12under the Exchange Act (17 CFR 240.14a-12) Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Check the appropriate box below if the Form 8-Kfiling is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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