**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C.  20549**

 

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**FORM 10-K/A**

**(Amendment No. 1)**

 

**(Mark one)**

 

**x****   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

 

**For the fiscal year ended June 30, 2018.**

 

**or**

 

**o****    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

 

**For the transition period from              to             .**

 

**Commission file number: 0-12104**

 

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**IMMUNOMEDICS, INC.**

(Exact name of registrant as specified in its charter)

 

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| **Delaware**                                         |   | **61-1009366**                         |
|------------------------------------------------------|--------|----------------------------------------|
| (State   of incorporation)                           |   | (I.R.S.   Employer Identification No.) |
|                                                 |   |                                   |
| **300 The American Road, Morris Plains, New Jersey** |   | **07950**                              |
| (Address   of principal executive offices)           |   | (Zip   Code)                           |

 

Registrant’s telephone number, including area code:**(973) 605-8200**

 

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

 

| **Title of each class** | ** ** | **Name of each exchange on which registered** |
|----------------------------------------|------------|-----------------------------------------------------------------------------|
| Common   Stock, $0.01 par value        |       | Nasdaq   Stock Market LLC                                                   |

 

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

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes x  No o

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o  No x

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days.  Yes x  No o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes x  No o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§299.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 
| Large Accelerated Filer x | Accelerated Filer o         |
|---------------------------|-----------------------------|
| Non-Accelerated Filer o   | Smaller Reporting Company o |
| Emerging Growth Company o |                        |

 

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. o

 

Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Act). Yes o  No x

 

The aggregate market value of the registrant’s common stock held by non-affiliates computed by reference to the price at which the common stock was last sold as of December 31, 2017 was $2,606,095,987. The number of shares of the registrant’s common stock outstanding as of August 20, 2018 was 186,832,011.

 

**Documents Incorporated by Reference:**

 

Certain information required in Part III of this Annual Report on Form 10-K will be set forth in, and incorporated from the registrant’s definitive proxy statement for the 2018 annual meeting of stockholders, or an amendment to this Annual Report on Form 10-K, which will be filed by the registrant with the Securities and Exchange Commission not later than 120 days after the end of the registrant’s fiscal year ended at June 30, 2018.

 

 

 

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**EXPLANATORY NOTE**

 

The signed consent of KPMG LLP, the Company’s independent registered public accounting firm, was delivered prior to the filing of the Form 10-K for the year ended June 30, 2018, originally filed on August 23, 2018 (the “Original Filing”); however, the conformed signature was inadvertently omitted from the version of the consent filed via EDGAR. This amendment is being filed to include the conformed signature.

 

Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, this Form 10-K/A also contains new certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, which are attached hereto. Because no financial statements have been included in this Form 10-K/A and this Form 10-K/A does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4, and 5 of the certifications have been omitted.

 

Except as expressly set forth in this Amendment No. 1, no other changes have been made to the Original Filing, and this Form 10-K/A does not modify, amend or update in any way any of the financial or other information contained in the Original Filing. This Form 10-K/A does not reflect events that may have occurred subsequent to the filing date of the Original Filing.

 

1

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**PART IV**

 

**Item 15.  *Exhibits, Financial Statement Schedules***

 
|   | (a)  **Documents filed as part   of this Amendment:** |
|--------|------------------------------------------------------------|
| 1.     |                                                       | Consolidated Financial Statements: |
|   |                                                       | The following documents were previously filed with   the SEC on August 23, 2018 as part of our Annual Report on   Form 10-K for the fiscal year ended June 30, 2018, which is being   hereby amended. |
|   |                                                       | Consolidated Balance Sheets — June 30, 2018 and   2017 |
|   |                                                       | Consolidated Statements of Comprehensive Loss for   the years ended June 30, 2018, 2017 and 2016 |
|   |                                                       | Consolidated Statements of Changes in Stockholders’   Equity (Deficit) for the years ended June 30, 2018, 2017 and 2016 |
|   |                                                       | Consolidated Statements of Cash Flows for the years   ended June 30, 2018, 2017 and 2016 |
|   |                                                       | Notes to Consolidated Financial Statements |
|   |                                                       | Reports of Independent Registered Public Accounting   Firm — KPMG LLP |
| 2.     |                                                       | Financial Statement Schedule: |
|   |                                                       | The following documents were previously filed with   the SEC on August 23, 2018 as part of our Annual Report on   Form 10-K for the fiscal year ended June 30, 2018, which is being   hereby amended. |
|   |                                                       | Schedule II — Valuation and Qualifying Reserves |
| 3.     |                                                       | List of Exhibits |

 
| **Exhibit No.** | ** ** | **Description**                                                                                                                                                                                                                                                                                                                                                        |
|----------------------|------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| ** **           | ** ** | ** **                                                                                                                                                                                                                                                                                                                                                             |
| 3.(i).1              |       | Amended   and Restated Certificate of Incorporation, incorporated by reference from   Exhibit 3.1 to the Company’s Current Report on Form 8-K as filed   with the Commission on June 29, 2017.                                                                                                                                                     |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 3.(i).2              |       | Form of   Certificate of Designation of Series A-1 Convertible Preferred Stock,   incorporated by reference from Exhibit 3.1 to the Company’s Current   Report on Form 8-K, as filed with the Commission on May 5, 2017.                                                                                                                 |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 3.(iii).1            |       | Second   Amended and Restated By-Laws of the Company, incorporated by reference from   the Exhibits to the Company’s Current Report on Form 8-K as filed with   the Commission on August 27, 2007.                                                                                                                                                      |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 3.(iii).2            |       | Amendment   to Second Amended and Restated By-Laws of Immunomedics, Inc.,   incorporated by reference from Exhibit 3.1 to the Company’s Current   Report on Form 8-K, as filed with the Commission on November 28,   2016.                                                                                                                    |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 3.(iii).3            |       | Second   Amendment to Second Amended and Restated By-Laws of Immunomedics, Inc.,   incorporated by reference from Exhibit 3.3 to the Company’s Current   Report on Form 8-K, as filed with the Commission on February 16,   2017.                                                                                                             |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 4.1                  |       | Indenture,   dated as of February 11, 2015, by and between the Company and Wells   Fargo Bank, National Association, incorporated by reference from   Exhibit 4.1 to the Company’s Current Report on Form 8-K as filed   with the Commission on February 12, 2015.                                                                            |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 4.2                  |       | Form of   4.75% Convertible Senior Note due 2020 incorporated by reference from   Exhibit 4.1 to the Company’s Current Report on Form 8-K as filed   with the Commission on February 12, 2015.                                                                                                                                                |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 4.3                  |       | Warrant   Agreement, dated as of October 11, 2016, between the Company and   Broadridge Financial Solutions, Inc., as warrant agent , incorporated by   reference to exhibit 4.1 to the Company’s current report on Form 8-K, as   filed with the Commission on October 12, 2016.                                                             |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 4.4                  |       | Warrant   Agreement, dated as of February 16, 2017, between the Company and   Broadridge Financial Solutions, Inc., as warrant agent, incorporated by   reference to exhibit 4.1 to the Company’s Current Report on Form 8-K, as   filed with the Commission on February 16, 2017.                                                            |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 4.5                  |       | Registration   Rights Agreement, dated as of February 10, 2017, between the Company and   Seattle Genetics, Inc., incorporated by reference to Exhibit 4.2 to   the Company’s Registration Statement on Form S-3, as filed with the   Commission on July 31, 2017 (Commission File No. 333-219594).                                 |
|                 |       |                                                                                                                                                                                                                                                                                                                                                                   |
| 10.1                 |       | Amended and Restated   License Agreement among the Company, David M. Goldenberg and the Center for   Molecular Medicine and Immunology, Inc., dated December 11, 1990,   incorporated by reference from the Exhibits to the Company’s Registration   Statement on Form S-2 effective July 24, 1991 (Commission File   No. 33-41053). (P) |

 

2

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| 10.2   |   | Amendment, dated   March 13, 1995, to the Amended and Restated License Agreement among the   Company, David M. Goldenberg and the Center for Molecular Medicine and   Immunology, Inc., dated December 11, 1990, incorporated by   reference from the Exhibits to the Company’s Annual Report on Form 10-K   for the fiscal year ended June 30, 1995. |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.3   |   | License   Agreement, dated as of January 21, 1997, between the Company and the   Center for Molecular Medicine and Immunology, Inc., incorporated by   reference from Exhibit 10.25 to the Company’s Quarterly Report on   Form 10-Q for the fiscal quarter ended December 31, 1996.                                                                  |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.4   |   | License   Agreement, dated March 5, 1999, between the Company and IBC   Pharmaceuticals, incorporated by reference from Exhibit 10.2 to the   Company’s Current Report on Form 8-K as filed with the Commission on   March 24, 1999.                                                                                                                       |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.5   |   | Contract   for Services effective as of January 1, 2002 between the Company and Logosys   Logistik GmbH, incorporated by reference from Exhibit 10.2 to the   Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended   September 30, 2001.                                                                                                   |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.6   |   | Lease Agreement with   Baker Properties Limited Partnership, dated January 16, 1992,   incorporated by reference from the Exhibits to the Company’s Registration   Statement on Form S-2 (Commission File No. 33-44750), effective   January 30, 1992. (P)                                                                                                 |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.7   |   | First   Addendum, dated May 5, 1993, of the Lease Agreement with Baker   Properties Limited Partnership, dated January 16, 1992, incorporated by   reference from Exhibit 10.31 to the Company’s Annual Report on   Form 10-K for the fiscal year ended June 30, 2007.                                                                                |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.8   |   | Second   Addendum, dated March 29, 1995, of the Lease Agreement with Baker   Properties Limited Partnership, dated January 16, 1992, incorporated by   reference from Exhibit 10.32 to the Company’s Annual Report on   Form 10-K for the fiscal year ended June 30, 2007.                                                                            |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.9   |   | Letter   Amendment, dated October 5, 1998, of the Lease Agreement with Baker   Properties Limited Partnership, dated January 16, 1992, incorporated by   reference from Exhibit 10.33 to the Company’s Annual Report on Form 10-K   for the fiscal year ended June 30, 2007.                                                                          |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.10  |   | Fourth   Amendment Expansion/Extension Agreement dated August 15, 2001, of the   Lease Agreement with Baker Properties Limited Partnership, dated   January 16, 1992, incorporated by reference from Exhibit 10.34 to   the Company’s Annual Report on Form 10-K for the fiscal year ended   June 30, 2007.                                           |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.11  |   | Fifth   Amendment Expansion Agreement dated June 18, 2009 of the Lease with   WU/LH 300 American L.L.C. a successor-in-interest to Baker Properties Limited   Partnership, incorporated by reference from Exhibit 10.36 to the   Company’s Annual Report on Form 10-K for the fiscal year ended   June 30, 2009.                                           |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.12  |   | Sixth   Amendment Extension Agreement dated February 11, 2011 of the Lease with   WU/LH 300 American L.L.C. a successor-in-interest to Baker Properties Limited   Partnership, incorporated by reference from Exhibit 10.1 to the   Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended   March 31, 2011.                                 |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.13# |   | Immunomedics, Inc.   2006 Stock Incentive Plan, incorporated by reference from Exhibit 99.1   to the Company’s Registration Statement on Form S-8 (Commission File   Number 333-143420), as filed with the Commission on May 31, 2007.                                                                                                                     |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.14# |   | Amendment   2007-1 to the Immunomedics, Inc. 2006 Stock Incentive Plan, incorporated   by reference from Exhibit 99.2 to the Company’s Registration Statement   on Form S-8 (Commission File Number 333-143420), as filed with the   Commission on May 31, 2007.                                                                                           |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.15# |   | Form of   Stock Option Agreement under the Immunomedics, Inc. 2006 Stock Incentive   Plan, as amended, incorporated by reference from Exhibit 10.24 to the   Company’s Annual Report on Form 10-K for the fiscal year ended   June 30, 2007.                                                                                                          |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.16# |   | Form of   Change of Control Addendum to the Stock Option Agreement under the   Immunomedics, Inc. 2006 Stock Incentive Plan, as amended, incorporated   by reference from Exhibit 10.25 to the Company’s Annual Report on   Form 10-K for the fiscal year ended June 30, 2007.                                                                        |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.17# |   | Form of   Notice of Grant of Stock Option under the Immunomedics, Inc. 2006 Stock   Incentive Plan, as amended, incorporated by reference from Exhibit 10.26   to the Company’s Annual Report on Form 10-K for the fiscal year ended   June 30, 2007.                                                                                                 |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.18# |   | Form of   RSU Issuance Agreement under the Immunomedics, Inc. 2006 Stock Incentive   Plan, as amended, incorporated by reference from Exhibit 10.27 to the   Company’s Annual Report on Form 10-K for the fiscal year ended   June 30, 2007.                                                                                                          |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                |
| 10.19# |   | Form of   Change of Control Addendum to RSU Agreement under the Immunomedics, Inc.   2006 Stock Incentive Plan, as amended, incorporated by reference from   Exhibit 10.28 to the Company’s Annual Report on Form 10-K for the   fiscal year ended June 30, 2007.                                                                                     |

 

3

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| 10.20#             |   | Form of   Initial Director RSU Issuance Agreement under the Immunomedics, Inc.   2006 Stock Incentive Plan, as amended, incorporated by reference from   Exhibit 10.29 to the Company’s Annual Report on Form 10-K for the   fiscal year ended June 30, 2007.                                                                                  |
|--------------------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.21#             |   | Form of   Annual Director RSU Issuance Agreement under the Immunomedics, Inc. 2006   Stock Incentive Plan, as amended, incorporated by reference from   Exhibit 10.30 to the Company’s Annual Report on Form 10-K for the   fiscal year ended June 30, 2007.                                                                                   |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.22#             |   | Form of   Restricted Stock Unit Issuance Agreement under the Immunomedics, Inc.   2006 Stock Incentive Plan, as amended, incorporated by reference from   Exhibit 10.1 to the Company’s current report on Form 8-K, as filed   with the Commission on August 22, 2013.                                                                         |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.23#             |   | Form of   Performance-Based Restricted Stock Unit Issuance Agreement under the   Immunomedics, Inc. 2006 Stock Incentive Plan, as amended, incorporated   by reference from Exhibit 10.2 to the Company’s current report on   Form 8-K, as filed with the Commission on August 22, 2013.                                                       |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.24#             |   | Immunomedics, Inc.   2014 Long-Term Incentive Plan, incorporated by reference from   Exhibit 99.1 to the Company’s Registration Statement on Form S-8   (Commission File Number 333-201470), as filed with the Commission on   January 13, 2015.                                                                                                    |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.25#             |   | Forms   of Incentive Stock Option Notice and Incentive Stock Option Agreement under   the Immunomedics, Inc. 2014 Long-Term Incentive Plan, incorporated by   reference from Exhibit 99.2 to the Company’s Registration Statement on   Form S-8 (Commission File Number 333-201470),  as filed with   the Commission on January 13, 2015. |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.26#             |   | Forms   of Nonqualified Stock Option Notice and Nonqualified Stock Option Agreement   under the Immunomedics, Inc. 2014 Long-Term Incentive Plan, incorporated   by reference from Exhibit 99.3 to the Company’s Registration Statement   on Form S-8 as filed with the Commission on January 13, 2015.                                             |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.27#             |   | Forms   of Restricted Stock Units Notice and Restricted Stock Units Agreement (for   Officers/Employees) under the Immunomedics, Inc. 2014 Long-Term   Incentive Plan, incorporated by reference from Exhibit 99.4 to the   Company’s Registration Statement on Form S-8 as filed with the Commission   on January 13, 2015.                        |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.28#             |   | Forms   of Restricted Stock Units Notice and Restricted Stock Units Agreement (for   Directors) under the Immunomedics, Inc. 2014 Long-Term Incentive Plan,   incorporated by reference from Exhibit 99.5 to the Company’s   Registration Statement on Form S-8 as filed with the Commission on   January 13, 2015.                                 |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.29#             |   | Amended   and Restated Employment Agreement, entered into on July 14, 2015 and   effective as of July 1, 2015, between the Company and Dr. David M.   Goldenberg, incorporated by reference from Exhibit 10.1 to the Company’s   Current Report on Form 8-K, as filed with the Commission on   July 16, 2015.                             |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.30#             |   | Restricted   Stock Units Notice, entered into on July 14, 2015, between the Company   and Dr. David M. Goldenberg., incorporated by reference from   Exhibit 10.2 to the Company’s Current Report on Form 8-K, as filed   with the Commission on July 16, 2015.                                                                                |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.31#             |   | Amendment   No. 1 to Amended and Restated Employment Agreement, effective as of   November 30, 2015, between the Company and Dr. David M. Goldenberg,   incorporated by reference from Exhibit 10.1 to the Company’s Quarterly   Report on Form 10-Q for the fiscal quarter ended December 31, 2015.                                      |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.32#             |   | Fifth   Amended and Restated Employment Agreement, dated July 1, 2011, between   the Company and Cynthia L. Sullivan, incorporated by reference from   Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed   with the Commission on June 25, 2014.                                                                                   |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.33†        |   | Development   and License Agreement, dated as of February 10, 2017, by and between the   Company and Seattle Genetics, Inc., incorporated by reference from   Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the   fiscal quarter ended March 31, 2017.                                                                       |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.34              |   | Stock   Purchase Agreement, dated as of February 10, 2017, by and between the   Company and Seattle Genetics, Inc., incorporated by reference from   Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the   fiscal quarter ended March 31, 2017.                                                                                |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.35              |   | Form of   Indemnification Agreement by and between the Company and each of its   directors, executive officers, and certain of its former directors and   executive officers, incorporated by reference to exhibit 10.1 to the   Company’s current report on Form 8-K, as filed with the Commission on   February 16, 2017.                              |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.36              |   | Securities   Purchase Agreement between the Company and the Purchasers, dated as of   May 4, 2017, incorporated by reference to Exhibit 10.3 to the   Company’s Registration Statement on Form S-3, as filed with the   Commission on July 31, 2017 (Commission File No. 333-219594).                                                          |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.37  † |   | Termination   Agreement, dated May 4, 2017, between the Company and Seattle   Genetics, Inc., incorporated by reference to Exhibit 10.37 to the   Company’s Annual Report on Form 10-K for the fiscal year ended   June 30, 2017, as filed with the Commission on August 16, 2017.                                                        |
|               |   |                                                                                                                                                                                                                                                                                                                                                                         |
| 10.38              |   | Form of   Exchange Agreement, incorporated by reference to Exhibit 10.1 to the   Company’s current report on Form 8-K, as filed with the Commission on   September 15, 2017.                                                                                                                                                                        |

 

4

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| 10.39 † |   | Development   and License Agreement, dated as of February 10, 2017, by and between the   Company and Seattle Genetics, Inc., incorporated by reference to Exhibit 10.1   to the Company’s quarterly report on Form 10-Q/A, as filed with the   Commission on September 18, 2017.                                                                                                                                                              |
|--------------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.40 † |   | Master   Services Agreement, dated as of July 3, 2017, by and between the Company   and Covance, Inc., incorporated by reference to Exhibit 10.2 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   November 9, 2017.                                                                                                                                                                                        |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.41 † |   | Work   Order, dated as of July 3, 2017, by and between the Company and   Covance, Inc., incorporated by reference to Exhibit 10.3 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   November 9, 2017.                                                                                                                                                                                                       |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.42        |   | Stipulation   and Agreement of Settlement, Compromise, and Release, dated November 2,   2017, by and among the Company, venBio Select Advisor LLC, Dr. David M.   Goldenberg, Cynthia L. Sullivan, Brian A. Markison, Greenhill &   Co., Inc., and Greenhill & Co., LLC., incorporated by reference   to Exhibit 10.1 to the Company’s current report on Form 8-K, as   filed with the Commission on November 8, 2017. |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.43        |   | Form of   Indemnification Agreement, incorporated by reference to Exhibit 10.1 to   the Company’s current report on Form 8-K, as filed with the Commission   on December 6, 2017.                                                                                                                                                                                                                                                                  |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.44 #      |   | Executive   Employment Agreement, dated as of November 8, 2017, between the Company   and Michael Pehl, incorporated by reference to Exhibit 10.2 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   February 8, 2018.                                                                                                                                                                                            |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.45 #      |   | Incentive   Stock Option Grant, dated as of December 7, 2017, between the Company   and Michael Pehl, incorporated by reference to Exhibit 10.3 to the Company’s   quarterly report on Form 10-Q, as filed with the Commission on   February 8, 2018.                                                                                                                                                                                              |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.46 #      |   | Nonqualified   Stock Option Grant, dated as of December 7, 2017, between the Company   and Michael Pehl, incorporated by reference to Exhibit 10.4 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   February 8, 2018.                                                                                                                                                                                           |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.47 #      |   | Executive   Employment Agreement, dated as of November 8, 2017, between the Company   and Brendan Delaney, incorporated by reference to Exhibit 10.5 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   February 8, 2018.                                                                                                                                                                                         |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.48 #      |   | Incentive   Stock Option Grant, dated as of November 10, 2017, between the Company   and Brendan Delaney, incorporated by reference to Exhibit 10.6 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   February 8, 2018.                                                                                                                                                                                          |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.49 † |   | Funding   Agreement, dated as of January 7, 2018, between the Company and RPI   Finance Trust, incorporated by reference to Exhibit 10.1 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   May 9, 2018.                                                                                                                                                                                                          |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.50        |   | Common   Stock Purchase Agreement, dated as of January 7, 2018, between the   Company and RPI Finance Trust, incorporated by reference to Exhibit 10.2   to the Company’s quarterly report on Form 10-Q, as filed with the   Commission on May 9, 2018.                                                                                                                                                                                            |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.51 #      |   | Executive   Employment Agreement, dated as of March 27, 2018, between the Company   and Robert Iannone, incorporated by reference to Exhibit 10.3 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   May 9, 2018.                                                                                                                                                                                                 |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.52 #      |   | Incentive   Stock Option Grant, dated as of April 9, 2018, between the Company and   Robert Iannone, incorporated by reference to Exhibit 10.4 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   May 9, 2018.                                                                                                                                                                                                    |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.53 #      |   | Nonqualified   Stock Option Grant, dated as of April 9, 2018, between the Company and   Robert Iannone, incorporated by reference to Exhibit 10.5 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   May 9, 2018.                                                                                                                                                                                                 |
|         |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10.54 #      |   | Nonqualified   Stock Option Grant, dated as of April 9, 2018, between the Company and   Robert Iannone, incorporated by reference to Exhibit 10.6 to the   Company’s quarterly report on Form 10-Q, as filed with the Commission on   May 9, 2018.                                                                                                                                                                                                 |

 

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| 10.55 ±** |   | Letter   Agreement, dated as of July 6, 2018, by and between the Company and BSP   Pharmaceuticals S.p.A.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|----------------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 10.56 ±** |   | License   Agreement, dated as of April 4, 2018, by and between the Company and The   Scripps Research Institute.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 21.1**         |   | Subsidiaries   of the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 23.1*          |   | Consent   of Independent Registered Public Accounting Firm — KPMG LLP.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 31.1**         |   | Certification   of the Principal Executive Officer pursuant to Section 302(a) of   the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 31.2**         |   | Certification   of the Principal Financial Officer pursuant to Section 302(a) of   the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 31.3*          |   | Certification   of the Principal Executive Officer pursuant to Section 302(a) of   the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 31.4*          |   | Certification   of the Principal Financial Officer pursuant to Section 302(a) of   the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 32.1**         |   | Certification   of the Principal Executive Officer pursuant to Section 906 of the   Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 32.2**         |   | Certification   of the Principal Financial Officer pursuant to Section 906 of the   Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|           |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 101**          |   | The following financial   information from the Annual Report on Form 10-K for the fiscal year   ended June 30, 2018 filed with the SEC on August 23, 2018,   formatted in XBRL (eXtensible Business Reporting Language) and furnished   electronically herewith: (i) the Consolidated Balance Sheets; (ii) the   Consolidated Statements of Comprehensive Loss; (iii) the Consolidated   Statements of Changes in Stockholders’ Equity (Deficit); (iv) the   Consolidated Statements of Cash Flows; and (v) the Notes to Consolidated   Financial Statements. |

 

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*                           Filed herewith.

**                    Previously filed with the Original Filing.

#                           Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K pursuant to Item 15(a)(3) of Form 10-K.

†                           Confidential treatment has been granted for certain portions of this exhibit.

±                           Confidential treatment has been requested for certain portions of this exhibit. The confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission.

P                           Paper copy only.

 

(Exhibits available upon request)

 

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**SIGNATURES**

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 
|                         | IMMUNOMEDICS, INC. |
|------------------------------|-------------------------|
|                         |                    |   |
| Date: August 24,   2018 | By:                     | /s/ MICHAEL PEHL |
| ** **                   | ** **              | **Michael Pehl** |
| ** **                   | ** **              | **Chief Executive Officer   (Principal Executive Officer)** |

 

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