SEC Comment Letter for Stoke Therapeutics, Inc. (STOK) (CIK 0001623526) (STOK) — Jun 11, 2019
Stoke Therapeutics, Inc. (STOK) (CIK 0001623526)
Date: June 11, 2019 · CIK: 0001623526 · Accession: 0000000000-19-009719
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-231700
Letter
June 11, 2019 Edward Kaye Chief Executive Officer Stoke Therapeutics, Inc. 45 Wiggins Avenue Bedford, MA 01730 Re:Stoke Therapeutics, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed June 7, 2019 File No. 333-231700 Dear Dr. Kaye: We have reviewed your amended registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our June 3, 2019 letter. Amendment No. 1 to Registration Statement on Form S-1 Prospectus Summary The Offering, page 7 1.You reference a 9.95 for 1 reverse stock split effected on June 6, 2019. Please revise, if true, to state herein and throughout the filing including the notes to the consolidated financial statements that you effected a 1 for 9.95 reverse stock split. Business License Agreements Cold Spring Harbor Laboratory, page 112 2.We note that, if you sublicense rights under the CSHL Agreement, you are obligated to
FirstName LastNameEdward Kaye Comapany NameStoke Therapeutics, Inc. June 11, 2019 Page 2 FirstName LastName Edward Kaye Stoke Therapeutics, Inc. June 11, 2019 Page 2 pay a "low-double digit" percentage of the sublicense revenue to CSHL. Please revise the sublicense revenue range to reflect no more than a 10% range. Exhibits and financial statement schedules, page II-4 3.Please revise your exhibit index to remove the reference to confidential treatment and to state that portions of the exhibits have been omitted pursuant to Item 601(b)(10) of Regulation S-K. Please also remove the references to "Confidential Treatment Requested" in Exhibits 10.8 and 10.9 and refile those exhibits accordingly. You may contact Rolf Sundwall at 202-551-3105 or Jim Rosenberg at 202-551-3679 if you have questions regarding comments on the financial statements and related matters. Please contact Sonia Bednarowski at 202-551-3666 or Justin Dobbie, Legal Branch Chief, at 202-551- 3469 with any other questions. Sincerely, Division of Corporation Finance Office of Healthcare & Insurance
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June 11, 2019
Edward Kaye
Chief Executive Officer
Stoke Therapeutics, Inc.
45 Wiggins Avenue
Bedford, MA 01730
Re:Stoke Therapeutics, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed June 7, 2019
File No. 333-231700
Dear Dr. Kaye:
We have reviewed your amended registration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our June 3, 2019 letter.
Amendment No. 1 to Registration Statement on Form S-1
Prospectus Summary
The Offering, page 7
1.You reference a 9.95 for 1 reverse stock split effected on June 6, 2019. Please revise, if
true, to state herein and throughout the filing including the notes to the consolidated
financial statements that you effected a 1 for 9.95 reverse stock split.
Business
License Agreements
Cold Spring Harbor Laboratory, page 112
2.We note that, if you sublicense rights under the CSHL Agreement, you are obligated to
FirstName LastNameEdward Kaye
Comapany NameStoke Therapeutics, Inc.
June 11, 2019 Page 2
FirstName LastName
Edward Kaye
Stoke Therapeutics, Inc.
June 11, 2019
Page 2
pay a "low-double digit" percentage of the sublicense revenue to CSHL. Please revise the
sublicense revenue range to reflect no more than a 10% range.
Exhibits and financial statement schedules, page II-4
3.Please revise your exhibit index to remove the reference to confidential treatment and to
state that portions of the exhibits have been omitted pursuant to Item 601(b)(10) of
Regulation S-K. Please also remove the references to "Confidential Treatment Requested"
in Exhibits 10.8 and 10.9 and refile those exhibits accordingly.
You may contact Rolf Sundwall at 202-551-3105 or Jim Rosenberg at 202-551-3679 if
you have questions regarding comments on the financial statements and related matters. Please
contact Sonia Bednarowski at 202-551-3666 or Justin Dobbie, Legal Branch Chief, at 202-551-
3469 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Healthcare & Insurance