8-K Reports
MACROGENICS INC
CIK

1125345

Accepted

Jun 10, 2025, 11:02 AM

Accession

0001125345-25-000087

1.01 Entry into a Material Definitive Agreement
8.01 Other Events
9.01 Financial Statements and Exhibits
Items (3)

Item 1.01 Entry into a Material Definitive Agreement. On June 9, 2025, MacroGenics, Inc. (the “ Company”) and Sagard Healthcare Partners (“ Sagard”) entered into a Purchase and Sale Agreement (the “ Royalty Purchase Agreement”) pursuant to which the Company sold to Sagard its right to receive royalties on global net sales of ZYNYZ (retifanlimab-dlwr) occurring on and after July 1, 2025 under the Company’s Global Collaboration and License Agreement dated as of October 24, 2017, as amended (the “ License Agreement”), with Incyte Corporation. Under the terms of the Royalty Purchase Agreement, the Company received a cash payment of $70.0 million. In exchange, Sagard acquired the royalties payable to the Company under the License Agreement for global net sales of ZYNYZ, subject to a cap. Following Sagard’s receipt of aggregate royalty payments totaling $140.0 million (or 2.0x), the Company will resume collecting all future royalties under the License Agreement. The Company has retained its other economic interests related to ZYNYZ, including future potential development, regulatory and commercial milestones. The Royalty Purchase Agreement contains customary representations, warranties, covenants, and indemnification provisions. The foregoing description of the Royalty Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Royalty Purchase Agreement, which the Company intends to file as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.

Item 8.01 Other Information. On June 10, 2025, the Company issued a press release announcing entry into the Royalty Purchase Agreement, as well as updated cash runway guidance. A copy of the press release is filed as Exhibit 99.1 to this Current Report. Forward-Looking Statements

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 99.1 Press Release dated June 10, 2025 ────────────────────────────────────────────────────────────────────────────────────────────── 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. MACROGENICS, INC. Date: June 10, 2025 By: /s/ Jeffrey Peters