mgnx-20240724

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): July 24, 2024

MACROGENICS, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-36112

06-1591613

(State or Other Jurisdiction of Incorporation)

(Commission
File Number)

(IRS Employer

Identification No.)

9704 Medical Center Drive

Rockville,

Maryland

20850

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code: (301) 251-5172

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	MGNX	Nasdaq Global Select Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01

Other Events

On July 24, 2024, MacroGenics, Inc. (the “Company”) and Incyte Corporation (together with the Company, the “Parties”) entered into a Fourth Amendment (the “Amendment”) to the Parties’ existing Global Collaboration and License Agreement, dated as of October 24, 2017, as amended on March 15, 2018, April 7, 2022 and July 14, 2022 (collectively, the “Agreement”), pursuant to which the Parties agreed that certain development milestones under the Agreement were deemed to be achieved, resulting in a $100 million payment to the Company.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which will be filed in redacted form as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period ending September 30, 2024.

On July 30, 2024, the Company issued a press release announcing the Amendment (the “Press Release”). The full text of the Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.



Item 9.01			Financial Statements and Exhibits

(d) Exhibits

Exhibit Number

Description of Exhibit

99.1

Press Release dated July 30, 2024

104

Cover Page Interactive Data (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 30, 2024

MACROGENICS, INC.

By: /s/ Jeffrey Peters

Jeffrey Peters

Senior Vice President and General Counsel

MacroGenics Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits