AERPIO PHARMACEUTICALS, INC. Issuer AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, Trustee INDENTURE Dated as of [●] Senior Debt SecuritiesIndenture • February 21st, 2018 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
AADI BIOSCIENCE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • August 27th, 2021 • Aadi Bioscience, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Aadi Bioscience, Inc., a Delaware corporation (f/k/a Aerpio Pharmaceuticals, Inc.) (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
AERPIO PHARMACEUTICALS, INC. Shares of Common Stock (par value $0.0001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • February 21st, 2018 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
AADI BIOSCIENCE, INC. COMMON STOCK SALES AGREEMENTSales Agreement • March 17th, 2022 • Aadi Bioscience, Inc. • Pharmaceutical preparations • New York
Aadi Bioscience, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
AERPIO PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2019 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • Ohio
This Employment Agreement (“Agreement”) is made between Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Regina Marek, CPA MBA (the “Executive”) and is effective as of November 6, 2019, (the “Effective Date”). Except with respect to the Proprietary Rights Agreement and the Equity Documents (each as defined below), this Agreement supersedes in all respects all prior agreements between the Executive and the Company regarding the subject matter herein, including without limitation (i) the offer letter between the Company and the Executive dated July 15, 2018 (the “Prior Agreement”), (ii) any offer letter, employment agreement or severance agreement and (iii) any retention or severance notice.
AERPIO PHARMACEUTICALS, INC. DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Delaware
This Indemnification Agreement (“Agreement”) is made as of March , 2017 by and between Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
11,688,000 Shares AERPIO PHARMACEUTICALS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 27th, 2018 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representative (the “Representative”) an aggregate of 11,688,000 shares (the “Firm Shares”) of the common stock, par value $0.0001 per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 1,753,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares”.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of March 15, 2017, among Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the persons who have purchased the Offering Shares and have executed omnibus or counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”), the persons or entities identified on Schedule 1 hereto holding Placement Agent Warrants (collectively, the “Brokers”), the persons or entities identified on Schedule 2 hereto holding Merger Shares and the persons or entities identified on Schedule 3 hereto holding Registrable Pre-Merger Shares. Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement.
AERPIO PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Ohio
This Employment Agreement (“Agreement”) is made as of the day of , 2017, between Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (the “Executive”).
797781.06/WLA 375195-00001/4-22-19/ejs/ejs SUNSET & PCH [Aadi Bioscience, Inc.] SUNSET & PCH OFFICE LEASE This Office Lease (the "Lease"), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is...Office Lease • March 29th, 2023 • Aadi Bioscience, Inc. • Pharmaceutical preparations • California
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF AERPIO PHARMACEUTICALS, INC.Warrant Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • New York
This Warrant is issued to [ ], or its registered assigns (including any successors or assigns, the “Warrantholder”), in connection with that certain Subscription Agreement, dated as of March [ ], 2017, by and among Aerpio Pharmaceuticals, Inc. (f/k/a Zeta Acquisition Corp. II), a Delaware corporation (the “Company”), and each of those persons and entities listed as a Purchaser on Annex A thereto (the “Purchase Agreement”).
AERPIO PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • October 10th, 2017 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
This Employment Agreement (“Agreement”) is made between Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Stephen Hoffman (the “Executive”).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 22nd, 2022 • Aadi Bioscience, Inc. • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of September 22, 2022 by and among Aadi Bioscience, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), the several purchasers signatory hereto (each, a “Purchaser” and collectively, the “Purchasers”) and other investors signatory hereto (the “Other Investors”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • New York
* For purposes of calculating your net worth in this form, (a) your primary residence shall not be included as an asset; (b) indebtedness secured by your primary residence, up to the estimated fair market value of your primary residence at the time of your purchase of the securities, shall not be included as a liability (except that if the amount of such indebtedness outstanding at the time of your purchase of the securities exceeds the amount outstanding sixty (60) days before such time, other than as a result of the acquisition of your primary residence, the amount of such excess shall be included as a liability); and (c) indebtedness that is secured by your primary residence in excess of the estimated fair market value of your primary residence at the time of your purchase of the securities shall be included as a liability.
AADI BIOSCIENCE, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 2nd, 2023 • Aadi Bioscience, Inc. • Pharmaceutical preparations • Illinois
This Executive Employment Agreement (the “Agreement”) is entered into as of September 29, 2023 by and between Aadi Bioscience, Inc. (“Aadi”), and David J. Lennon (“Executive”). This Agreement will be effective October 2, 2023 (the “Effective Date”). Aadi, together with any other subsidiaries, including the entity employing you, shall be referred to in this letter as the “Company.”
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among ZETA ACQUISITION CORP. II, a Delaware corporation AERPIO ACQUISITION CORP., a Delaware corporation and AERPIO THERAPEUTICS, INC., a Delaware corporation March 7, 2017Merger Agreement • March 13th, 2017 • Zeta Acquisition Corp Ii • Blank checks • Delaware
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”), dated as of March 7, 2017, by and among ZETA ACQUISITION CORP. II, a Delaware corporation (the “Parent”), AERPIO ACQUISITION CORP., a Delaware corporation (the “Acquisition Subsidiary”) and AERPIO THERAPEUTICS, INC., a Delaware corporation (the “Company”). The Parent, the Acquisition Subsidiary and the Company are each a “Party” and referred to collectively herein as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 15, 2017, among Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (each of which is referred to in this Agreement as an “Investor” and collectively, the “Investors”).
AADI BIOSCIENCE, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 7th, 2024 • Aadi Bioscience, Inc. • Pharmaceutical preparations • New Jersey
This Executive Employment Agreement (the “Agreement”) is entered into as of July 11, 2022 by and between Aadi Bioscience, Inc. (“Aadi”), and Bryan E. Ball (“Executive”). This Agreement will be effective August 15, 2022 (the “Effective Date”). As you know, Aadi recently consummated a merger (with the parent company of the merger being formerly known as Aerpio Pharmaceuticals, Inc. (“Aerpio”)) and Aerpio changed its name to Aadi Bioscience, Inc. as part of the merger. Aadi, together with any other subsidiaries, including the entity employing you, shall be referred to in this letter as the “Company”.
SECURITIES PURCHASE AGREEMENT BY AND AMONG AADI BIOSCIENCE, INC., AND THE PURCHASERS SEPTEMBER 22, 2022Securities Purchase Agreement • September 22nd, 2022 • Aadi Bioscience, Inc. • Pharmaceutical preparations • Delaware
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of September 22, 2022, by and among Aadi Bioscience, Inc., a Delaware corporation (the “Company”), and the individuals and entities listed on Exhibit A attached to this Agreement (each, a “Purchaser” and together, the “Purchasers”).
AADI BIOSCIENCE, INC. STOCK OPTION AGREEMENTStock Option Agreement • October 2nd, 2023 • Aadi Bioscience, Inc. • Pharmaceutical preparations • California
Unless otherwise defined herein, the terms defined in the Aadi Bioscience, Inc. 2023 Inducement Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement which includes the Notice of Stock Option Grant, the Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A, and all appendices and exhibits attached thereto (all together, the “Option Agreement”).
AMENDMENT NO. 1 TO LICENSE AGREEMENTLicense Agreement • May 12th, 2020 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Amendment No. 1 to License Agreement (this “Amendment”), dated as of May 11, 2020 (but only effective as of the Amendment Effective Date, as defined below), is made by and between Aerpio Pharmaceuticals, Inc., a Delaware corporation having business offices at 9987 Carver Road, Suite 420, Cincinnati, OH 45242 (“Aerpio”), and GB004, Inc., a Delaware corporation having business offices at 3013 Science Park Road, San Diego, CA 92121 (“Licensee”). Aerpio and Licensee are sometimes hereinafter referred to each as a “Party” and collectively as the “Parties.”
ContractLicense Agreement • November 10th, 2021 • Aadi Bioscience, Inc. • Pharmaceutical preparations • New York
Certain identified information marked with [***] has been excluded from this exhibit because it is not material and is of the type that the registrant treats as private and confidential.
AMENDMENT TO TRANSITIONAL SERVICES AND SEPARATION AGREEMENTTransitional Services and Separation Agreement • April 1st, 2021 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • Ohio
This Amendment to Transitional Services and Separation Agreement (this “Amendment”) is made as of April 1, 2021 (the “Amendment Effective Date”), by and between Kevin G. Peters, MD (“Executive”) and Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”, and together with Executive, each, a “Party”, and collectively, the “Parties”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Transitional Services and Separation Agreement (as defined below).
FIRST AMENDMENT TO OFFICE LEASEOffice Lease • November 10th, 2021 • Aadi Bioscience, Inc. • Pharmaceutical preparations
This FIRST AMENDMENT TO OFFICE LEASE (“First Amendment”) is made and entered into as of August 30, 2021, by and between BRE SUNSET COAST, LLC, a Delaware limited liability company (“Landlord”), and AADI BIOSCIENCE, INC., a Delaware corporation (“Tenant”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 23rd, 2021 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
This ASSET PURCHASE AGREEMENT (the “Agreement”) is entered into as of August 17, 2021 (the “Effective Date”), by and between Aerpio Pharmaceuticals, Inc., a Delaware corporation on behalf of itself and its wholly-owned subsidiaries (“Seller”), and EyePoint Pharmaceuticals, Inc., a Delaware corporation (“Purchaser”).
CONTINGENT VALUE RIGHTS AGREEMENTContingent Value Rights Agreement • August 27th, 2021 • Aadi Bioscience, Inc. • Pharmaceutical preparations • Delaware
This CONTINGENT VALUE RIGHTS AGREEMENT (this “Agreement”), dated as of August 26, 2021, is entered into by and between Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Cheryl Cohen, as representative of the Holders (the “Holder Representative”) and American Stock Transfer & Trust Company, LLC, as Rights Agent (as defined herein).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • December 20th, 2024 • Aadi Bioscience, Inc. • Pharmaceutical preparations • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of December 19, 2024, by and among KAKEN INVESTMENTS INC., a Delaware corporation (“Purchaser”), Aadi Bioscience, Inc., a Delaware corporation (“Seller”), and the undersigned stockholder of Seller (such stockholder, and any permitted transferee pursuant to Section 2 below, “Stockholder”).
STOCK PURCHASE AGREEMENT among KAKEN PHARMACEUTICAL CO., LTD. KAKEN INVESTMENTS INC., AADI BIOSCIENCE, INC. and AADI SUBSIDIARY, INC. Dated as of December 19, 2024Stock Purchase Agreement • December 20th, 2024 • Aadi Bioscience, Inc. • Pharmaceutical preparations • Delaware
This Stock Purchase Agreement (this “Agreement”) is dated as of December 19, 2024, among KAKEN INVESTMENTS INC., a Delaware corporation (“Purchaser”), KAKEN PHARMACEUTICAL CO., LTD. (“Guarantor”), Aadi Bioscience, Inc., a Delaware corporation (“Seller”), and Aadi Subsidiary, Inc., a Delaware corporation and wholly owned subsidiary of Seller (the “Company”). Each of Purchaser, Seller and the Company are sometimes referred to as a “Party” and collectively as the “Parties.” All capitalized terms that are used in this Agreement have the meanings given to them in Article I.
TRANSITION AGREEMENT AND RELEASETransition Agreement and Release • November 6th, 2024 • Aadi Bioscience, Inc. • Pharmaceutical preparations • California
This Transition Agreement and Release (“Agreement”) is made by and between Neil Desai (“Executive”) and Aadi Bioscience, Inc. (the “Company”) (jointly referred to as the “Parties” or individually referred to as a “Party”). The “Company” includes its subsidiaries and their respective successors, including the entity that employs Executive, unless the context clearly requires otherwise.
AMENDMENT NO. 1 TO AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • November 10th, 2021 • Aadi Bioscience, Inc. • Pharmaceutical preparations • New York
This AMENDMENT NO. 1 TO AMENDED AND RESTATED LICENSE AGREEMENT (the “First Amendment”) is effective this 30th day of August, 2021 (the “Amendment Effective Date”) by and between Abraxis Bioscience, LLC, a Delaware limited liability company (“Abraxis”), and AADi Bioscience, Inc., a Delaware corporation (“AADi”).
AADI BIOSCIENCE, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 27th, 2021 • Aadi Bioscience, Inc. • Pharmaceutical preparations • California
This Amended and Restated Executive Employment Agreement (the “Agreement”) is entered into as of August 26, 2021, by and between Aadi Bioscience, Inc. ( “Aadi”), and Neil Desai (“Executive”). This Agreement will be effective as of the effective time of the Merger (as defined below) (such date, the “Effective Date”).
AADI BIOSCIENCE, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 29th, 2023 • Aadi Bioscience, Inc. • Pharmaceutical preparations • California
This Amended and Restated Executive Employment Agreement (the “Agreement”) is entered into as of November 8, 2022 by and between Aadi Bioscience, Inc. (“Aadi”), and Neil Desai, Ph.D. (“Executive”). This Agreement will be effective as of January 1, 2023 (the “Effective Date”) except as otherwise expressly provided herein and amends and restates the Employment Agreement by and between the Executive and the Company, dated August 23, 2021 (the “Prior Agreement”). Aadi, together with any other subsidiaries and their respective successors, including the entity employing you, shall be referred to in this letter as the “Company.”
Certain identified information marked with [***] has been excluded from this exhibit because it is not material and is of the type that the registrant treats as private and confidential AMENDMENT NO. 03 to NEGOTIATED PURCHASE ORDER TERMS AND...Negotiated Purchase Order Terms and Conditions • November 6th, 2024 • Aadi Bioscience, Inc. • Pharmaceutical preparations
This Amendment No. 03 to the Negotiated Purchase Order Terms and Conditions for Clinical and Commercial Product, with a last signed date of January 13, 2022, (“Amendment 03”) is made effective as of July 31, 2024 (“Amendment Effective Date”) by and between Fresenius Kabi, LLC, a Delaware company having a principal place of business at Three Corporate Drive, Lake Zurich, IL 60047 (“FRESENIUS KABI”), and AADi Bioscience, Inc., a Delaware corporation having a principal address at 17383 Sunset Blvd., Suite A 250, Pacific Palisades, CA 90272 (“AADI” or “Customer”). Fresenius Kabi and AADI may hereafter be referred to collectively as the “Parties” and individually as a “Party.”
AMENDMENT NO. 02 to NEGOTIATED PURCHASE ORDER TERMS AND CONDITIONS FOR CLINICAL AND COMMERCIAL PRODUCTNegotiated Purchase Order Terms and Conditions • May 8th, 2024 • Aadi Bioscience, Inc. • Pharmaceutical preparations
This Amendment No. 02 to the Negotiated Purchase Order Terms and Conditions for Clinical and Commercial Product, with a last signed date of January 13, 2022, (“Amendment”) is made effective as of March 31, 2024 (“Amendment Effective Date”) by and between Fresenius Kabi, LLC, a Delaware company having a principal place of business at Three Corporate Drive, Lake Zurich, IL 60047 (“FRESENIUS KABI”), and AADi Bioscience, Inc., a Delaware corporation having a principal address at 17383 Sunset Blvd., Suite A 250, Pacific Palisades, CA 90272 (“AADI” or “Customer”). Fresenius Kabi and AADI may hereafter be referred to collectively as the “Parties” and individually as a “Party.”
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • October 10th, 2017 • Aerpio Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) dated as of October 8, 2017 (the “Amendment Effective Date”), by and between Joseph Gardner (“Executive”) and Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”, and together with Executive, each, a “Party”, and collectively, the “Parties”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).
