Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Entry into a Material Definitive Agreement. On July 29, 2026, Xencor, Inc. (the “Company”) entered into a settlement agreement and release (the “Settlement Agreement”), with Alexion Pharma International Operations Limited, an Irish limited company (“Alexion”) with respect to a commercial dispute related to U.S. royalties on Ultomiris® (ravulizumab-cwvz). Pursuant to the Settlement Agreement, the Company will receive an aggregate of $105 million in two equal payments: the first $52.5 million p…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

The company adopted a new severance policy for certain executives.

Termination of a Material Definitive Agreement On March 4, 2026, Xencor, Inc. (the “Company”) received a notice of termination of an Amended and Restated Collaboration and License Agreement (the “Agreement”), effective as of June 1, 2024, with Genentech, Inc. (“GNE”) and F. Hoffmann-La Roche Ltd (“Roche” and, GNE and Roche, collectively, “Genentech”), pursuant to which Genentech has elected to terminate the Agreement in its entirety for convenience. The effective date of the termination of th…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

Results of Operations and Financial Condition. Xencor, Inc. (the “Company”) preliminarily estimates that its cash, cash equivalents and marketable debt securities as of December 31, 2025 were approximately $611 million, compared to $706.7 million as of December 31, 2024. Based on current operating plans, Xencor expects to have cash to fund research and development programs and operations through 2028. These preliminary estimates are not a comprehensive statement of the Company’s financial res…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

Director — Raymond J. Deshaies, Ph.D.: The filing discloses the appointment of a new director, which is a routine board composition change and not a departure of a senior executive.

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

Executive Vice President and Chief Development Officer — Nancy Valente: The resignation of a senior executive (EVP/CDO) is a genuine departure, but the transition to a senior advisor role mitigates the negative impact.

Director — Todd Simpson: The filing discloses the appointment of a new director to the board and audit committee, which is a routine governance event and not a departure of an existing executive.

Changes in Registrant’s Certifying Accountant. (a) Dismissal of Independent Registered Public Accounting Firm On February 27, 2025, the Audit Committee (the “Audit Committee”) of the Board of Directors of the Company, dismissed RSM US LLP (“RSM”) as the Company’s independent registered public accounting firm, effective immediately. The reports of RSM on the Company’s consolidated financial statements for the fiscal years ended December 31, 2024 and 2023 did not contain an adverse opinion or a…

Changes in Registrant’s Certifying Accountant. (a) Dismissal of Independent Registered Public Accounting Firm On February 27, 2025, the Audit Committee (the “Audit Committee”) of the Board of Directors of Xencor, Inc., a Delaware corporation (the “Company”), dismissed RSM US LLP (“RSM”) as the Company’s independent registered public accounting firm, effective immediately. The reports of RSM on the Company’s consolidated financial statements for the fiscal years ended December 31, 2024 and 202…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

Non‑Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. (a) On February 11, 2025, the Audit Committee of the Board of Directors (the “Audit Committee”) of Xencor, Inc. (the “Company”), after consultation with the Company’s management and RSM US LLP, the Company’s independent registered public accounting firm (“RSM”) concluded that the following financial statements should no longer be relied upon because of errors in such financial stateme…

Results of Operations and Financial Condition. Xencor, Inc. (the “Company”) preliminarily estimates that its cash, cash equivalents and marketable debt securities as of December 31, 2024 were approximately $707 million, compared to $697.0 million as of December 31, 2023. Based on current operating plans, Xencor expects to have cash to fund research and development programs and operations into 2028. These preliminary estimates are not a comprehensive statement of the Company’s financial result…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

Director — Dagmar Rosa-Bjorkeson: The filing discloses a director's decision not to stand for reelection at the upcoming annual meeting, which is a routine board composition change rather than a sudden executive departure.

Entry into a Material Definitive Agreement. On September 10, 2024, Xencor, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Leerink Partners LLC, Raymond James & Associates, Inc. and RBC Capital Markets, LLC, as the representatives of the underwriters named therein (the “Underwriters”), relating to an underwritten public offering (the “Offering”) of an aggregate of 6,635,112 shares of the Company’s common stock, par value $0.01 per share (“Common…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

Results of Operations and Financial Condition” of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly s…

CFO — John Kuch: The CFO is retiring with a pre-announced external successor, representing an orderly succession rather than a sudden loss of leadership.