RxSight, Inc. 4,000,000 Shares of Common Stock, par value $0.001 per share Underwriting AgreementRxSight, Inc. • February 8th, 2023 • Ophthalmic goods • New York
RxSight, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 4,000,000 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 600,000 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
RXSIGHT, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of and is between RxSight, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of October 29, 2020 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and RXSIGHT, INC., a California corporation with offices located at 100 Columbia, Aliso Viejo, CA 92656 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
RXSIGHT, INC. CHANGE IN CONTROL SEVERANCE AGREEMENTChange in Control Severance Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
This Change in Control Severance Agreement (the “Agreement”) is made between RxSight, Inc. (the “Company”) and Shelley B. Thunen (the “Executive”), effective as of July 16, 2021 (the “Effective Date”).
July 8, 2021 Eric J. Weinberg c/o RxSight, Inc. Aliso Viejo, CA 92656 Re: Confirmatory Employment Letter Dear Eric:Letter Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods
This letter agreement (the “Agreement”) is entered into between Eric J. Weinberg (“you”) and RxSight, Inc. (the “Company” or “we”). This Agreement is effective as of July 16, 2021 . The purpose of this Agreement is to confirm the terms and conditions of your employment.
RxSight, Inc. Common Stock ($0.001 par value) ATM EQUITY OFFERINGSM SALES AGREEMENTTerms Agreement • August 8th, 2022 • RxSight, Inc. • Ophthalmic goods • New York
RxSight, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through BofA Securities, Inc. (“BofA”), as sales agent and/or principal (the “Agent”), shares (the “Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”), having an aggregate gross sales price not to exceed $50,000,000, on the terms set forth in this ATM Equity OfferingSM Sales Agreement. The Company agrees that whenever it determines to sell Shares directly to the Agent as principal it will enter into a separate written Terms Agreement (each, a “Terms Agreement”), in substantially the form of Annex I hereto, relating to such sale in accordance with Section 2(k) hereof. References herein to “this Agreement” or to matters contained “herein” or “hereunder”, or words of similar import, mean this ATM Equity Offering SM Sales Agreement and any applicable Terms Agreement.
RXSIGHT, INC. CONSULTING AGREEMENTConsulting Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
This Consulting Agreement (the “Agreement”) is made by and between RxSight, Inc. (the “Company”), and Daniel M. Schwartz, MD (the “Consultant”), in the state of California, effective January 1st, 2019.
RxSight, Inc. 1,785,714 Shares of Common Stock, par value $0.001 per share Underwriting AgreementRxSight, Inc. • May 9th, 2024 • Ophthalmic goods • New York
RxSight, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 1,785,714 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 267,857 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
TERMINATION AGREEMENTTermination Agreement • July 26th, 2021 • RxSight, Inc. • Ophthalmic goods • California
THIS TERMINATION AGREEMENT (this “Agreement”) is effective as of the closing of the Public Offering (as defined below), by and between RxSight, Inc., a Delaware corporation (“Company”), and Yelroc Consulting, Inc., an entity (“Consultant”). All capitalized terms used but not defined herein shall have the corresponding meanings ascribed such terms in that certain Consulting Agreement dated as of January 1, 2019, as amended (the “Consulting Agreement”).
LEASE ADDENDUMLease Addendum • May 5th, 2022 • RxSight, Inc. • Ophthalmic goods
The following shall be deemed added to the Lease Agreement dated January 10, 2018, by and between Clifford D. Downs (Lessor) and RxSight, Inc., a Delaware Corporation (Lessee) for the property located at 5 Columbia, Aliso Viejo, CA 92656, with an effective date of April 5, 2022.
LEASE AGREEMENT (INDUSTRIAL/COMMERCIAL SINGLE-TENANT)Lease Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
LICENSE AND MAINTENANCE AGREEMENTLicense and Maintenance Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
Calhoun Vision, Inc. having its principal place of business at 171 North Altadena Drive, Suite 201, Pasadena, CA 91107 (hereinafter “Customer”),
CLOUD SERVICES AGREEMENTCloud Services Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
QAD Inc., having its principal place of business at 100 Innovation Place, CA 93108 Santa Barbara, United States (hereinafter “Vendor”), and
Amendment # 2 to Sublease AgreementSublease Agreement • March 6th, 2023 • RxSight, Inc. • Ophthalmic goods
THIS 2nd AMENDMENT TO SUBLEASE AGREEMENT (hereinafter referred to as “Amendment”) is made and entered into effective January 4, 2023 (the “Amendment Effective Date”), by and between RxSight, Inc., a Delaware corporation (“RxSight”), and Compass Bible Church (“Sublessee”, and together with RxSight, the “Parties”).
COMMERCIAL LEASE AGREEMENT BETWEEN ACCURIDE INTERNATIONAL, INC. a California corporation as Landlord and Calhoun Vision, Inc. a California corporation as Tenant Dated: October 27, 2015Commercial Lease Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
This Commercial Lease Agreement (hereinafter called this “Lease”) is made this 31st day of August, 2015 between ACCURIDE INTERNATIONAL, INC., a California corporation (hereinafter called “Landlord”) and Calhoun Vision, Inc. (“Tenant”).
Amendment # 1 to Sublease AgreementSublease Agreement • August 8th, 2022 • RxSight, Inc. • Ophthalmic goods
THIS 1st AMENDMENT TO CONSULTING AGREEMENT (hereinafter referred to as “Amendment”) is made and entered into effective June 1, 2022 (the “Amendment Effective Date”), by and between RxSight, Inc., a Delaware corporation (“RxSight”), and Compass Bible Church (“Sublessee”, and together with RxSight, the “Parties”).
RXSIGHT, INC. NINTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT FEBRUARY 24, 2017Investors’ Rights Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
This NINTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of February 24, 2017 (the “Effective Date”), by and among RxSight, Inc., a California corporation (the “Company”), those holders of the Company’s Series A Preferred Stock, $0.001 par value per share (“Series A Preferred”) and of the Company’s Common Stock, $0.001 par value per share (“Common Stock”) listed on Exhibit A hereto (the “Series A Investors”), those holders of the Company’s Series B Preferred Stock, par value $0.001 per share (“Series B Preferred”) listed on Exhibit B hereto (the “Series B Investors”), those holders of the Company’s Series C Preferred Stock, par value $0.001 per share (“Series C Preferred”) listed on Exhibit C hereto (the “Series C Investors”), those holders of the Company’s Series D Preferred Stock, par value $0.001 per share (“Series D Preferred”) listed on Exhibit D hereto (the “Series D Investors”), those holders of the Company’s Series E Preferred S
CONSENT AND FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTConsent And • July 26th, 2021 • RxSight, Inc. • Ophthalmic goods • California
THIS CONSENT AND FIRST AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into as of July 6, 2021 (the “Amendment Date”), by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (in its individual capacity, “Oxford”; and in its capacity as Collateral Agent, “Collateral Agent”), the Lenders listed on Schedule 1.1 thereof from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), RXSIGHT, INC., a California corporation with offices located at 100 Columbia, Aliso Viejo, CA 92656 (“Existing Borrower”) and RXSIGHT, INC., a Delaware corporation with offices located at 100 Columbia, Aliso Viejo, CA 92656 (“New Borrower”).
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 5th, 2022 • RxSight, Inc. • Ophthalmic goods • California
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of May 3, 2022, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 to the Loan Agreement (as defined below) or otherwise a party thereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and RXSIGHT, INC., a Delaware corporation with offices located at 100 Columbia, Aliso Viejo, California 92656 (“Borrower”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. INFORMATION THAT HAS BEEN OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A...Loan and Security Agreement • July 5th, 2023 • RxSight, Inc. • Ophthalmic goods
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of June 30, 2023 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender, OXFORD FINANCE CREDIT FUND II LP, by its manager Oxford Finance Advisors, LLC, with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (“OFCF II”), OXFORD FINANCE CREDIT FUND III LP, by its manager Oxford Finance Advisors, LLC, with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (“OFCF III”) (each a “Lender” and collectively, the “Lenders”), and RXSIGHT, INC., a Delaware corporation with offices located at
LICENCE AGREEMENTLicence Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
THIS AGREEMENT is effective as of the 28th day of July, 2015 (the “Effective Date”), between the CALIFORNIA INSTITUTE OF TECHNOLOGY (“Caltech”), a not-for-profit corporation duly organized and existing under the laws of the State of California with an address at 1200 East California Boulevard, MC 6-32, Pasadena, California 91125 and Calboun Vision, Inc. (“Licensee”), a California corporation having a place of business at 2555 E. Colorado Blvd., Pasadena, CA 91107 (the “Parties”).
SHARE FORFEITURE AND RELEASE AGREEMENTShare Forfeiture and Release Agreement • July 26th, 2021 • RxSight, Inc. • Ophthalmic goods • Delaware
THIS SHARE FORFEITURE AND RELEASE AGREEMENT (this “Agreement”) is made and entered into as of July 23, 2021 (the “Effective Date”) by and among RXSIGHT, INC., a Delaware corporation (the “Company”) and DANIEL M. SCHWARTZ, a natural person (“Maker”).
EXCLUSIVE LICENSE AGREEMENT between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA and CALHOUN VISION, INC. for SILICONE INTRAOCULAR LENSES EMBEDDED WITH PHOTOSENSITIVE COMPOSITIONS (SF99-076) and METHODS AND PHARMACEUTICAL COMPOSITIONS FOR THE CLOSURE...Exclusive License Agreement • July 9th, 2021 • RxSight, Inc. • Ophthalmic goods • California
This license agreement (the “Agreement”) is made effective March 1, 2000 (the “Effective Date”) between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA, a California corporation having its statewide administrative offices at 1111 Franklin Street, Oakland, California 94607-5200, (“The Regents”), and acting through its Office of Technology Management, University of California San Francisco, 1294 Ninth Avenue - Suite 1, Box 1209, San Francisco, CA 94143-1209 (“UCSF”), and CALHOUN VISION INC., a California corporation having a principal place of business at [***], (the “Licensee”).
