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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________________________________________
FORM 8-K
___________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):  September 30, 2024
___________________________________________________
XENCOR, INC.
(Exact name of registrant as specified in its charter)
___________________________________________________
Delaware
001-3618220-1622502
(State or Other Jurisdiction of
Incorporation)
(Commission
File Number)
(IRS Employer
Identification Number)
465 North Halstead Street, Suite 200
Pasadena, California
91107
(Address of Principal Executive Offices)
(Zip Code)
(626) 305-5900
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report.)
___________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per shareXNCRNasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On September 30, 2024 Dagmar Rosa-Bjorkeson provided notice to the board of directors (the “Board”) of Xencor, Inc. (the “Company”) of her intent not to stand for reelection to the Board at the Company’s 2025 Annual Meeting of Stockholders. Ms. Rosa-Bjorkeson’s intent not to stand for reelection to the Board is not the result of a disagreement with the Company on any matter relating to the Company’s operations, policies or practices. On October 4, 2024, the Company issued a press release announcing Ms. Rosa-Bjorkeson’s notice of her intent not to stand for reelection to the Board, a copy of which is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No.Description
99.1
104Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).


SIGNATURES
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.
Date: September 12, 2024
XENCOR, INC.
By:/s/ Celia Eckert
Celia Eckert
General Counsel & Corporate Secretary


Exhibit 99.1
xencora.jpg
Xencor Announces Upcoming Change to Board of Directors
PASADENA, Calif.-- Oct. 4, 2024-- Xencor, Inc. (NASDAQ: XNCR), a clinical-stage biopharmaceutical company developing engineered antibodies for the treatment of cancer and other serious diseases, today announced that Dagmar Rosa-Bjorkeson has informed the Company that she will not stand for reelection to the Company’s Board of Directors at the 2025 Annual Meeting of Stockholders. Ms. Rosa-Bjorkeson has served as a director since 2019 and plans to pursue another business opportunity. Xencor will continue its ongoing process to recruit additional Board members with complementary skillsets.
“On behalf of Xencor's Board of Directors and management team, I want to thank Dagmar for her many contributions to our Board and our audit and nominating and governance committees,” said Bassil Dahiyat, Ph.D., president and chief executive officer at Xencor. “Dagmar provided strategic guidance as we have advanced programs and rebalanced our portfolio, and we wish her well in all future endeavors.”
About Xencor
Xencor is a clinical-stage biopharmaceutical company developing engineered antibodies for the treatment of patients with cancer and other serious diseases. More than 20 candidates engineered with Xencor's XmAb® technology are in clinical development, and multiple XmAb medicines are marketed by partners. Xencor's XmAb engineering technology enables small changes to a protein’s structure that result in new mechanisms of therapeutic action. For more information, please visit www.xencor.com.

Contacts
Charles Liles
cliles@xencor.com
(626) 737-8118
For Media:
Cassidy McClain
Inizio Evoke
cassidy.mcclain@inizioevoke.com
(619) 694-6291

v3.24.3
Cover
Sep. 30, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Sep. 30, 2024
Entity Registrant Name XENCOR, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-36182
Entity Tax Identification Number 20-1622502
Entity Address, Address Line One 465 North Halstead Street, Suite 200
Entity Address, City or Town Pasadena
Entity Address, State or Province CA
Entity Address, Postal Zip Code 91107
City Area Code (626)
Local Phone Number 305-5900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol XNCR
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001326732
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