COMMON STOCK PURCHASE WARRANT Trevena, Inc.Common Stock Purchase Warrant • November 18th, 2022 • Trevena 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 18, 2027(the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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 • December 28th, 2023 • Trevena Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 27, 2023, between Trevena, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 28th, 2023 • Trevena Inc • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 27, 2023, by and between Trevena, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Trevena, Inc.Security Agreement • December 28th, 2023 • Trevena Inc • Pharmaceutical preparations
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 Trevena, 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).
TREVENA, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of ___________, 20___ Debt SecuritiesIndenture • December 1st, 2023 • Trevena Inc • Pharmaceutical preparations • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Trevena, Inc.Pre-Funded Common Stock Purchase Warrant • November 18th, 2022 • Trevena 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 Trevena, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
TREVENA, INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Preferred Stock Warrant Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TREVENA, INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANT trevena, inc.Common Stock Purchase Warrant • August 1st, 2022 • Trevena 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 later of the Reverse Stock Split Amendment Date and January ___, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January ___, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, Inc., a Delaware corporation (the “Company”), up to ________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
TREVENA, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Common Stock Warrant Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TREVENA, INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
TREVENA, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ], 20Warrant Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between TREVENA, INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
TREVENA, INC. UP TO $50,000,000 OF SHARES COMMON STOCK SALES AGREEMENTSales Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
Trevena, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
Trevena, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2015 • Trevena Inc • Pharmaceutical preparations • New York
JEFFERIES LLC COWEN AND COMPANY, LLC BARCLAYS CAPITAL INC., As Representatives of the several Underwriters named in Schedule I attached hereto,
STRICTLY CONFIDENTIAL Trevena, Inc.Exclusive Agency Agreement • February 1st, 2019 • Trevena Inc • Pharmaceutical preparations • New York
INDEMNITY AGREEMENTIndemnity Agreement • October 29th, 2013 • Trevena Inc • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 201_, is made by and between TREVENA, INC., a Delaware corporation (the “Company”), and (the “Indemnitee”).
COMMON STOCK PURCHASE WARRANT TREVENA, INC.Common Stock Agreement • December 28th, 2023 • Trevena 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 Stockholder Approval Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five (5) year anniversary of the Initial Exercise Date of this Warrant, provided that, if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, 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).
TREVENA, INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of May 3, 2013, by and among TREVENA, INC. f/k/a Parallax Therapeutics, Inc., a Delaware corporation (the “Company”) and the investors listed on EXHIBIT A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
TREVENA, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 1st, 2024 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
This Amended and Restated Employment Agreement (the “Agreement”) is entered into as of May 1, 2020 (the “Effective Date”) by and between Trevena, Inc. (the “Company”), a Delaware corporation, and Carrie L. Bourdow (“Executive”).
COMMON STOCK SALES AGREEMENTSales Agreement • April 17th, 2019 • Trevena Inc • Pharmaceutical preparations • New York
Trevena, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (“HCW”), as follows:
Trevena, Inc. 2023 Equity Incentive Plan Option Agreement (Incentive Stock Option or Nonstatutory Stock Option)Option Agreement • April 1st, 2024 • Trevena Inc • Pharmaceutical preparations
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, Trevena, Inc. (the “Company”) has granted you an option under its 2023 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. The option is granted to you effective as of the date of grant set forth in the Grant Notice (the “Date of Grant”). If there is any conflict between the terms in this Option Agreement and the Plan, the terms of the Plan will control. Capitalized terms not explicitly defined in this Option Agreement or in the Grant Notice but defined in the Plan will have the same definitions as in the Plan.
Trevena, Inc. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • April 1st, 2024 • Trevena Inc • Pharmaceutical preparations • Delaware
Pursuant to the Restricted Stock Unit Grant Notice (the “Grant Notice”) and this Restricted Stock Unit Award Agreement (the “Agreement”), Trevena, Inc. (the “Company”) has awarded you (“Participant”) a Restricted Stock Unit Award (the “Award”) pursuant to Section 6(b) of the Company’s 2023 Equity Incentive Plan (the “Plan”) for the number of Restricted Stock Units/shares indicated in the Grant Notice. Capitalized terms not explicitly defined in this Agreement or the Grant Notice shall have the same meanings given to them in the Plan. The terms of your Award, in addition to those set forth in the Grant Notice, are as follows.
TREVENA, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 6th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
This Agreement is entered into as of February 19, 2008 (the “Effective Date”) by and between Trevena, Inc. (the “Company”), a Delaware corporation, and Michael Lark (“Executive”).
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • October 10th, 2024 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
THIS SEPARATION AGREEMENT AND GENERAL RELEASE, dated as of October 5, 2024 (the “Agreement”), is by and between Trevena, Inc. (the “Company” or “Trevena”), and Carrie Bourdow (the “Employee”). The Company and the Employee are referred to as the “Parties.”
CONSULTING AGREEMENT EFFECTIVE DATE: November 6, 2024Consulting Agreement • November 7th, 2024 • Trevena Inc • Pharmaceutical preparations • Delaware
THIS CONSULTING AGREEMENT (the “Agreement”) is made by and between TREVENA, INC. a Delaware corporation (“Client”), and Carrie Bourdow (the “Consultant”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 22nd, 2014 • Trevena Inc • Pharmaceutical preparations
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of September 19, 2014 (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 and SQUARE 1 BANK, a North Carolina banking corporation with an office located at 406 Blackwell Street, Suite 240, Durham, NC 27701 (“Bank” or “Square 1”) (each a “Lender” and collectively, the “Lenders”), and TREVENA, INC., a Delaware corporation, with offices located at 1018 West 8th Avenue, Suite A, King of Prussia, PA 19406 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as
LOAN AGREEMENT dated as of March 30, 2022 by and between R-Bridge Investment Four Pte. Ltd., as Lender, and TREVENA SPV2 LLC, as BorrowerLoan Agreement • May 11th, 2022 • Trevena Inc • Pharmaceutical preparations • New York
This LOAN AGREEMENT (this “Agreement”) dated as of March 30, 2022, is entered into by and between R-Bridge Investment Four Pte. Ltd., a Singapore private company limited by shares, as lender (“Lender”), and Trevena SPV2 LLC, a Delaware limited liability company, as borrower (“Borrower”). Capitalized terms not otherwise defined herein shall have the meanings set forth in, or by reference in, Article I below.
ContractWarrant Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND, EXCEPT PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
SECOND AMENDMENT TO COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
THIS SECOND AMENDMENT TO COMMERCIAL LEASE AGREEMENT (the “Second Amendment”) is made as of the 3rd day of July 2013 by and between PIOS GRANDE KOP BUSINESS CENTER, L.P., a Delaware limited partnership, successor-in-interest to KOPBC, L.P. (“Landlord”), and TREVENA, INC., a Delaware corporation (“Tenant”).
License Agreement between Trevena, Inc. and Forest Laboratories Holdings Limited Dated as of May 3, 2013License Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • New York
This License Agreement (this “Agreement”) is made and entered into as of May 3, 2013 (the “Execution Date”) by and between Trevena, Inc., a Delaware corporation having its place of business at 1018 West 8th Avenue, Suite A, King of Prussia, Pennsylvania (“Trevena”), and Forest Laboratories Holdings Limited, a corporation organized under the laws of the Republic of Ireland, having a business address at Cumberland House, 9th Floor, 1 Victoria Street, Hamilton HM11, Bermuda, an indirect, wholly owned subsidiary of Forest Laboratories, Inc. (“Forest”). Trevena and Forest are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractWarrant Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
COMMERCIAL LEASE AGREEMENT KING OF PRUSSIA BUSINESS CENTERCommercial Lease Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
THIS LEASE is made and entered into as of this 4th day of August in the year 2008 by and between KOPBC, L.P., a Pennsylvania limited partnership (“Landlord”) and TREVENA, INC., a Delaware corporation (“Tenant”).
TREVENA, INC. 2008 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)Stock Option Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Stock Option Agreement, Trevena, Inc. (the “Company”) has granted you an option under its 2008 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.
ContractContribution and Servicing Agreement • May 11th, 2022 • Trevena Inc • Pharmaceutical preparations • New York
CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.
FIRST AMENDMENT TO COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
THIS FIRST AMENDMENT TO COMMERCIAL LEASE AGREEMENT (this “Amendment”) is made as of the 8th day of December, 2008 (the “Effective Date”), by and between KOPBC, L.P. (“Landlord) and TREVENA, INC. (“Tenant”).
Option Agreement between Trevena, Inc. and Forest Laboratories Holdings Limited Dated as of May 3, 2013Option Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • New York
This Option Agreement (this “Agreement”) is made and entered into as of May 3, 2013 (the “Option Execution Date”) by and between Forest Laboratories Holdings Limited, a corporation organized under the laws of the Republic of Ireland, having a business address at Cumberland House, 9th Floor, 1 Victoria Street, Hamilton HM11, Bermuda, an indirect, wholly owned subsidiary of Forest Laboratories, Inc. (“Forest”) and Trevena, Inc., a Delaware corporation having its place of business at 1018 West 8th Avenue, Suite A, King of Prussia, Pennsylvania, 19406 (“Trevena”). Forest and Trevena are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
DEVELOPMENT AND SUPPLY AGREEMENTDevelopment and Supply Agreement • December 9th, 2019 • Trevena Inc • Pharmaceutical preparations
This Second Amendment (“2nd Amendment”) is made as of this 2nd day of December 2019 (the “Amendment Effective Date”) is between Trevena, Inc. (“Trevena”) and the Pfizer Centreone Group of Pfizer Inc. (“Pfizer”).
