COMMON STOCK PURCHASE WARRANT ONCONOVA THERAPEUTICS, INC.Common Stock Purchase Warrant • November 26th, 2019 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 25, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 3rd, 2020 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 31, 2019, between Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ONCONOVA THERAPEUTICS, INC.Security Agreement • September 25th, 2019 • Onconova Therapeutics, Inc. • Pharmaceutical preparations
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 23, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of September 20, 2019.
ONCONOVA THERAPEUTICS, INC. Common Stock ($0.01 par value per share) Sales AgreementSales Agreement • May 17th, 2019 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
Onconova Therapeutics, Inc. a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Roth Capital Partners, LLC (the “Agent”), as follows:
PRE-FUNDED COMMON STOCK PURCHASE WARRANTPre-Funded Common Stock Purchase Warrant • November 14th, 2019 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 8th, 2015 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 8, 2015, by and between ONCONOVA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
COMMON STOCK PURCHASE WARRANT ONCONOVA THERAPEUTICS, INC.Common Stock Purchase Warrant • December 19th, 2019 • Onconova Therapeutics, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [___]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ONCONOVA THERAPEUTICS, INC. Shares of Common Stock (par value $0.01 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • December 5th, 2016 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with FBR Capital Markets & Co. (the “Agent”), as follows:
Onconova Therapeutics, Inc. Shares (1) Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • July 18th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
Leerink Swann LLC As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT ONCONOVA THERAPEUTICS, INC.Placement Agent Common Stock Purchase Warrant • January 3rd, 2020 • Onconova Therapeutics, Inc. • Pharmaceutical preparations
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 3, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This warrant is being issued pursuant to that certain engagement letter, dated as of December 6, 2019, by and between the Company and H.C. Wainwright & Co., LLC.
PURCHASE AGREEMENTPurchase Agreement • October 8th, 2015 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of October 8, 2015, by and between ONCONOVA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 13th, 2017 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
ONCONOVA THERAPEUTICS, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 20th, 2021 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
As further set forth in this agreement (this “Agreement”), Onconova Therapeutics, Inc., a company organized under the laws of Delaware (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, the Company’s common stock, par value $0.01 per share (the “Common Stock”) (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 4th, 2024 • Traws Pharma, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is dated as of April 1, 2024, by and among Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ONCONOVA THERAPEUTICS, INC. DEALER-MANAGER AGREEMENT July 7, 2016Dealer-Manager Agreement • July 13th, 2016 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
The following (this “Agreement”) will confirm our agreement relating to the proposed rights offering (the “Rights Offering”) to be undertaken by Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), pursuant to which the Company will distribute to holders of record of its common stock, par value $0.01 per share (the “Common Stock”) and to holders of certain of its outstanding warrants to purchase approximately 96,842 shares of common stock, issued on January 11, 2016 (the “Participating Warrants”), who are entitled to participate in such offering pursuant to the terms of such warrants, subscription rights (the “Rights”) to subscribe for up to an aggregate of 4,256,186 units (the “Units”), each Unit consisting of one share of Common Stock (the “Rights Shares”) and 0.75 of a warrant representing the right to purchase one share of Common Stock at an exercise price of $5.88 per share (the “Rights Warrants”), at a subscription price of $4.90 per Unit in cash (the “Subscriptio
UNDERWRITER COMMON STOCK PURCHASE WARRANTUnderwriter Common Stock Purchase Warrant • November 12th, 2019 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS UNDERWRITER COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on (1) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to the Underwriting Agreement.
Common Stock Onconova Therapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • September 24th, 2021 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
Guggenheim Securities, LLC As Representative of the several Underwriters named in Schedule I attached hereto c/o Guggenheim Securities, LLC 330 Madison Avenue New York, New York 10017
WARRANT AGREEMENTWarrant Agreement • August 15th, 2016 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July 27, 2016, is by and between Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, N.A., as the Warrant Agent (the “Warrant Agent”).
AGREEMENT AND PLAN OF MERGER by and among: Onconova Therapeutics, Inc., a Delaware corporation; TrawS MERGER SUB I, INC., a Delaware corporation; trawS MERGER SUB II, LLC, a Delaware limited liability company; and Trawsfynydd Therapeutics, Inc., a...Merger Agreement • April 4th, 2024 • Traws Pharma, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of April 1, 2024, by and among ONCONOVA THERAPEUTICS, INC., a Delaware corporation (“Parent”), TRAWS MERGER SUB I, INC., a Delaware corporation and wholly owned subsidiary of Parent (“First Merger Sub”), TRAWS MERGER SUB II, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Second Merger Sub” and together with First Merger Sub, “Merger Subs”), and TRAWSFYNYDD THERAPEUTICS, INC., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • July 11th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (the “Agreement”) is made and entered into this [·] day of [·], 2013, by and between Onconova Therapeutics, Inc., a Delaware corporation (the “Company,” which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company), and [·] (the “Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 4th, 2024 • Traws Pharma, Inc. • Pharmaceutical preparations • Delaware
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of April 1, 2024, by and among ONCONOVA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and each purchaser identified on Annex A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 14th, 2018 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Pennsylvania
This Amended and Restated Employment Agreement (the “Agreement”) is effective as of June 19, 2018 (the “Effective Date”) between Onconova Therapeutics, Inc., a Delaware corporation (the “Company”) and Steven Fruchtman, M.D. (“Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2015 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Pennsylvania
This Employment Agreement (the “Agreement”) is effective as of January 12, 2015 (the “Effective Date”) between Onconova Therapeutics, Inc., a Delaware corporation (hereinafter the “Company”) and Steven Fruchtman, M.D. (hereinafter “Employee”).
Common Stock ONCONOVA THERAPEUTICS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 12th, 2021 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
Guggenheim Securities, LLC As Representative of the several Underwriters named in Schedule I attached hereto c/o Guggenheim Securities, LLC 330 Madison Avenue New York, New York 10017
TRAWS PHARMA, INC. EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2024 • Traws Pharma, Inc. • Pharmaceutical preparations • Pennsylvania
This Employment Agreement (the “Agreement”) between Traws Pharma, Inc., a Delaware corporation (the “Company”) and Victor Mandla Moyo, MBChB. (“Employee”) is effective as of the date of the Employee’s commencement of employment with the Company, which is expected to be no later than April 12, 2024 (the “Effective Date”).
FORM OF WARRANT AGREEMENTWarrant Agreement • July 1st, 2016 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July , 2016, is by and between Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, N.A., as the Warrant Agent (the “Warrant Agent”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 14th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Delaware
WHEREAS, Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), and Dr. Manoj Maniar (the “Employee”) entered into an employment agreement (the “Agreement”) dated as of August 1, 2005.
LICENSE AGREEMENTLicense Agreement • July 18th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Delaware
WHEREAS, Onconova is developing a pharmaceutical product in the United States under the trademark Estybon™ for use in oncology, and owns or controls certain proprietary technology, know-how and information relating to such product;
EIGHTH AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders Agreement • July 11th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS EIGHTH AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT (this “Agreement”) made as of July 27, 2012, by and among Onconova Therapeutics, Inc., a Delaware corporation (the “Corporation”), the persons listed as owners of Series A Preferred Stock on Schedule I hereto (the “Series A Investors”), the persons listed as owners of Series B Preferred Stock on Schedule I hereto (the “Series B Investors”), the persons listed as owners of Series C Preferred Stock on Schedule I hereto (the “Series C Investors”), the persons listed as owners of Series D Preferred Stock on Schedule I hereto (the “Series D Investors”), the persons listed as owners of Series E Preferred Stock on Schedule I hereto (the “Series E Investors”), the persons listed as owners of Series F Preferred Stock on Schedule I hereto (the “Series F Investors”), the persons listed as owners of Series G Preferred Stock and/or Warrants to purchase Series G Preferred Stock (the “Series G Warrants”) on Schedule I hereto (the “Series G Inve
SECURITIES PURCHASE AGREEMENT By and Between ONCONOVA THERAPEUTICS, INC. and HANX BIOPHARMACEUTICALS, INC. Dated as of May 10, 2019Securities Purchase Agreement • August 14th, 2019 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2019 (the “Signing Date”), by and between Onconova Therapeutics, Inc., a Delaware corporation (the “Company”), and HanX Biopharmaceuticals, Inc., a limited liability company established under the laws of the People’s Republic of China (the “Purchaser”).
46,588,234 Shares of Common Stock Pre-Funded Warrants to Purchase 12,235,295 Shares of Common Stock and 58,823,529 Warrants to Purchase 1,470,588.225 Shares of Series B Convertible Preferred Stock Onconova Therapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • April 30th, 2018 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • New York
Onconova Therapeutics, Inc. a Delaware corporation (the “Company”), proposes to issue and sell to H.C. Wainwright & Co., LLC (the “Underwriter”) an aggregate of 46,588,234 Units (as defined below) and 12,235,295 Pre-Funded Units (as defined below) representing (i) an aggregate of (a) 46,588,234 shares (the “Firm Shares”) of the common stock, par value $0.01 per share, of the Company (“Common Stock”) and (b) pre-funded warrants to purchase 12,235,295 shares of Common Stock at an exercise price of $0.01 per share (the “Pre-Funded Warrants”); and (ii) 58,823,529 warrants (the “Firm Warrants” and, collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”) to purchase an aggregate of 1,470,588.225 shares of the Series B Convertible Preferred Stock, par value $0.01 per share, of the Company (“Series B Preferred Stock”). The amount and form of the Firm Securities to be purchased by the Underwriter is set forth opposite its name on Schedule I hereto. The Company also
AMENDMENT TO LICENSE AGREEMENTLicense Agreement • June 14th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations
This Amendment Agreement is made and entered into as of September 1, 2000, by and between Temple University — Of The Commonwealth System of Higher Education (“TEMPLE”) and Onconova Therapeutics Inc. (“ONCONOVA”).
] Shares of Common Stock Pre-Funded Warrants to Purchase [ ] Shares of Common Stock and Warrants to Purchase [ ] Shares of Series A Convertible Preferred Stock Onconova Therapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • February 7th, 2018 • Onconova Therapeutics, Inc. • Pharmaceutical preparations
Onconova Therapeutics, Inc. a Delaware corporation (the “Company”), proposes to issue and sell to H.C. Wainwright & Co., LLC (the “Underwriter”) an aggregate of [·] units (the “Units”) and [·] pre-funded units (“Pre-Funded Units”) representing (i) an aggregate of (a) [·] shares (the “Firm Shares”) of the common stock, par value $0.01 per share, of the Company (“Common Stock”) and (b) pre-funded warrants to purchase [·] shares of Common Stock at an exercise price of $0.01 per share (the “Pre-Funded Warrants”); and (ii) warrants (the “Firm Warrants” and, collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”) to purchase an aggregate of [·] shares of the Series A Convertible Preferred Stock, par value $0.01 per share, of the Company (“Series A Preferred Stock”). The amount and form of the Firm Securities to be purchased by the Underwriter is set forth opposite its name on Schedule I hereto. The Company also proposes to sell to the Underwriter, at the option
DEVELOPMENT AND LICENSE AGREEMENTDevelopment and License Agreement • June 14th, 2013 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This DEVELOPMENT AND LICENSE AGREEMENT (this “Agreement”) is entered into on this 19th day of September, 2012 (the “Effective Date”), by and between Onconova Therapeutics, Inc., a company organized under the laws of the State of Delaware with its principal place of business at 375 Pheasant Run, Newtown, PA 18490 (“Onconova”) and Baxter Healthcare SA, a company organized under the laws of the Switzerland with its principal place of business at Thurgauerstrasse 130 8152 Glattpark (Opfikon) Switzerland (“Baxter”). Onconova and Baxter may each be referred to herein individually as a “Party” and collectively as the “Parties.”
ONCONOVA THERAPEUTICS, INC. STOCK APPRECIATION RIGHT AGREEMENT (WITH CASH SETTLEMENT)Stock Appreciation Right Agreement • November 16th, 2020 • Onconova Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This STOCK APPRECIATION RIGHT AGREEMENT (this “Agreement”), dated as of [__________] (the “Date of Grant”), is delivered by Onconova Therapeutics, Inc. (the “Company”), to [______] (the “Participant”).
