þ | Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
|
|
For the quarterly period ended March 31, 2005. |
o | Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. | |
For the transition period from to . |
Delaware (State or other jurisdiction of incorporation or organization) |
62-1715807 (I.R.S. Employer Identification No.) |
PART II OTHER INFORMATION | ||||||||
ITEM 6. EXHIBITS | ||||||||
SIGNATURES | ||||||||
EXHIBIT INDEX | ||||||||
EXHIBIT 31.1 | ||||||||
EXHIBIT 31.2 |
Number | Description | |
3.1
|
Restated Certificate of Incorporation of GTx, Inc. filed February 6, 2004, as amended (1) | |
3.2
|
Amended and Restated Bylaws of GTx, Inc. (1) | |
4.1
|
Reference is made to Exhibits 3.1 and 3.2 | |
4.2
|
Specimen of Common Stock Certificate (1) | |
4.3
|
Amended and Restated Registration Rights Agreement between Registrant and Oracle Partners, L.P. dated August 7, 2003 (1) | |
4.4
|
Amended and Restated Registration Rights Agreement between Registrant and J. R. Hyde, III dated August 7, 2003 (1) | |
4.5
|
Amended and Restated Registration Rights Agreement between Registrant and Memphis Biomed Ventures dated August 7, 2003 (1) | |
10.1
|
Genotherapeutics, Inc. 1999 Stock Option Plan (1) | |
10.2
|
GTx, Inc. 2000 Stock Option Plan (1) | |
10.3
|
GTx, Inc. 2001 Stock Option Plan (1) | |
10.4
|
GTx, Inc. 2002 Stock Option Plan (1) | |
10.5
|
2004 Equity Incentive Plan and Form of Stock Option Agreement (1) | |
10.6
|
2004 Non-Employee Directors Stock Option Plan and Form of Stock Option Agreement (1) | |
10.7
|
Reserved | |
10.8
|
Employment Agreement dated October 1, 2003, between Registrant and Mitchell S. Steiner, M.D. (1) | |
10.9
|
Employment Agreement dated October 1, 2003, between Registrant and Marc S. Hanover (1) | |
10.10
|
Employment Agreement dated October 1, 2003, between Registrant and Mark E. Mosteller (1) | |
10.11
|
Employment Agreement dated October 1, 2003, between Registrant and Henry P. Doggrell (1) | |
10.12
|
Form of Indemnification Agreement (1) | |
10.13
|
Lease Agreement, dated March 7, 2001, between The University of Tennessee and TriStar Enterprises, Inc. (1) | |
10.14
|
Sublease Agreement dated October 1, 2000, as amended, between Registrant and TriStar Enterprises, Inc. (1) | |
10.15
|
Amended and Restated License and Supply Agreement dated October 22, 2001, between Registrant and Orion Corporation (1) | |
10.16
|
Amendment No. 1 to the License and Supply Agreement dated March 5, 2003, between Registrant and Orion Corporation (1) | |
10.17
|
Production and Manufacturing Agreement dated September 9, 2002, between Registrant and ChemSyn Laboratories (Department of EaglePicher Technologies, LLC) (1) | |
10.18
|
Amendment No. 1 to the Production and Manufacturing Agreement dated September 30, 2003, between Registrant and ChemSyn Laboratories (Department of EaglePicher Technologies, LLC) (1) | |
10.19
|
Quotation Agreement dated August 8, 2003 between Registrant and EaglePicher Pharmaceutical Services (1) | |
10.20
|
Amended and Restated Exclusive License Agreement dated June 3, 2002, between Registrant and University of Tennessee Research Foundation (1) | |
10.21
|
Amended and Restated Exclusive License Agreement dated June 14, 2003, between Registrant and University of Tennessee Research Foundation (1) | |
10.22
|
Amended and Restated Exclusive License Agreement dated August 30, 2003, between Registrant and University of Tennessee Research Foundation (1) | |
10.23
|
Amendment No. 2 to the License and Supply Agreement dated December 29, 2003, between Registrant and Orion Corporation (1) | |
10.24
|
Joint Collaboration and License Agreement dated March 16, 2005, between Registrant and Ortho Biotech, L.P. (2) | |
10.25
|
Purchase Agreement dated December 13, 2004, between Registrant and Orion Corporation (3) | |
10.26
|
Amended and Restated License and Supply Agreement effective January 1, 2005, between Registrant and Orion Corporation (3) | |
31.1
|
Certification required by Rule 13a-14(a) or Rule 15d-14(a). | |
31.2
|
Certification required by Rule 13a-14(a) or Rule 15d-14(a). | |
32.1*
|
Certification of Chief Executive Officer of Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
32.2*
|
Certification of Chief Financial Officer of Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| Confidential treatment requested. The redacted portions have been filed separately with the SEC as required by Rule 406 of Regulation C. | |
* | Previously filed. | |
(1) | Incorporated by reference to the same exhibit filed with GTxs Registration Statement on Form S-1 (File No. 333-109700). | |
(2) | Incorporated by reference to the same exhibit filed with GTxs Form 10-Q for the period ended March 31, 2004 filed May 7, 2004. | |
(3) | Incorporated by reference to GTxs Form 8-K filed March 7, 2005. |
2.
GTx, Inc. | ||||
July 27, 2005
|
By: | /s/ Mitchell S. Steiner | ||
Mitchell S. Steiner, Chief Executive Officer | ||||
July 27, 2005
|
By: | /s/ Mark. E. Mosteller | ||
Mark E. Mosteller, Chief Financial Officer | ||||
(Principal Financial and Accounting Officer) |
3.
Number | Description | |
3.1
|
Restated Certificate of Incorporation of GTx, Inc. filed February 6, 2004, as amended (1) | |
3.2
|
Amended and Restated Bylaws of GTx, Inc. (1) | |
4.1
|
Reference is made to Exhibits 3.1 and 3.2 | |
4.2
|
Specimen of Common Stock Certificate (1) | |
4.3
|
Amended and Restated Registration Rights Agreement between Registrant and Oracle Partners, L.P. dated August 7, 2003 (1) | |
4.4
|
Amended and Restated Registration Rights Agreement between Registrant and J. R. Hyde, III dated August 7, 2003 (1) | |
4.5
|
Amended and Restated Registration Rights Agreement between Registrant and Memphis Biomed Ventures dated August 7, 2003 (1) | |
10.1
|
Genotherapeutics, Inc. 1999 Stock Option Plan (1) | |
10.2
|
GTx, Inc. 2000 Stock Option Plan (1) | |
10.3
|
GTx, Inc. 2001 Stock Option Plan (1) | |
10.4
|
GTx, Inc. 2002 Stock Option Plan (1) | |
10.5
|
2004 Equity Incentive Plan and Form of Stock Option Agreement (1) | |
10.6
|
2004 Non-Employee Directors Stock Option Plan and Form of Stock Option Agreement (1) | |
10.7
|
Reserved | |
10.8
|
Employment Agreement dated October 1, 2003, between Registrant and Mitchell S. Steiner, M.D. (1) | |
10.9
|
Employment Agreement dated October 1, 2003, between Registrant and Marc S. Hanover (1) | |
10.10
|
Employment Agreement dated October 1, 2003, between Registrant and Mark E. Mosteller (1) | |
10.11
|
Employment Agreement dated October 1, 2003, between Registrant and Henry P. Doggrell (1) | |
10.12
|
Form of Indemnification Agreement (1) | |
10.13
|
Lease Agreement, dated March 7, 2001, between The University of Tennessee and TriStar Enterprises, Inc. (1) | |
10.14
|
Sublease Agreement dated October 1, 2000, as amended, between Registrant and TriStar Enterprises, Inc. (1) | |
10.15
|
Amended and Restated License and Supply Agreement dated October 22, 2001, between Registrant and Orion Corporation (1) | |
10.16
|
Amendment No. 1 to the License and Supply Agreement dated March 5, 2003, between Registrant and Orion Corporation (1) | |
10.17
|
Production and Manufacturing Agreement dated September 9, 2002, between Registrant and ChemSyn Laboratories (Department of EaglePicher Technologies, LLC) (1) | |
10.18
|
Amendment No. 1 to the Production and Manufacturing Agreement dated September 30, 2003, between Registrant and ChemSyn Laboratories (Department of EaglePicher Technologies, LLC) (1) | |
10.19
|
Quotation Agreement dated August 8, 2003 between Registrant and EaglePicher Pharmaceutical Services (1) | |
10.20
|
Amended and Restated Exclusive License Agreement dated June 3, 2002, between Registrant and University of Tennessee Research Foundation (1) | |
10.21
|
Amended and Restated Exclusive License Agreement dated June 14, 2003, between Registrant and University of Tennessee Research Foundation (1) | |
10.22
|
Amended and Restated Exclusive License Agreement dated August 30, 2003, between Registrant and University of Tennessee Research Foundation (1) | |
10.23
|
Amendment No. 2 to the License and Supply Agreement dated December 29, 2003, between Registrant and Orion Corporation (1) | |
10.24
|
Joint Collaboration and License Agreement dated March 16, 2005, between Registrant and Ortho Biotech, L.P. (2) | |
10.25
|
Purchase Agreement dated December 13, 2004, between Registrant and Orion Corporation (3) | |
10.26
|
Amended and Restated License and Supply Agreement effective January 1, 2005, between Registrant and Orion Corporation (3) | |
31.1
|
Certification required by Rule 13a-14(a) or Rule 15d-14(a). | |
31.2
|
Certification required by Rule 13a-14(a) or Rule 15d-14(a). | |
32.1*
|
Certification of Chief Executive Officer of Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
32.2*
|
Certification of Chief Financial Officer of Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| Confidential treatment requested. The redacted portions have been filed separately with the SEC as required by Rule 406 of Regulation C. | |
* | Previously filed. | |
(1) | Incorporated by reference to the same exhibit filed with GTxs Registration Statement on Form S-1 (File No. 333-109700). | |
(2) | Incorporated by reference to the same exhibit filed with GTxs Form 10-Q for the period ended March 31, 2004 filed May 7, 2004. | |
(3) | Incorporated by reference to GTxs Form 8-K filed March 7, 2005. |