Athira Pharma, Inc. Sample Contracts

ATHIRA PHARMA, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 26th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Delaware

This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Athira Pharma, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).

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ATHIRA PHARMA, INC. Shares of Common Stock (par value $0.0001 per share) Controlled Equity OfferingSM Sales Agreement
Sales Agreement • January 6th, 2023 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • New York

Athira Pharma, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. and BTIG, LLC (collectively, the “Agents,” each an “Agent”), as follows:

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Underwriting Agreement
Underwriting Agreement • January 19th, 2021 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • New York

Athira Pharma, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of common stock, par value $0.0001 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”). In the event that the Company has a single subsidiary or does not have any subsidiaries, then all references herein to “subsidiaries” of the Company shall be deemed to refer to such single subsidiary or to the Company, respectively, mutatis mutandis.

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ATHIRA PHARMA, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • August 9th, 2024 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This Change in Control and Severance Agreement (the “Agreement”) is made by and between Athira Pharma, Inc., a Delaware corporation (the “Company”), and Javier San Martin (“Executive”), effective as of April 15, 2024 (the “Effective Date”).

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ATHIRA PHARMA, INC. RESTRICTED STOCK AWARD AGREEMENT NOTICE OF RESTRICTED STOCK GRANT
Restricted Stock Award Agreement • September 9th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Delaware

Unless otherwise defined herein, the terms defined in the Athira Pharma, Inc. 2020 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Award Agreement which includes the Notice of Restricted Stock Grant (the “Notice of Grant”), the Terms and Conditions of Restricted Stock Grant, attached hereto as Exhibit A, and all other exhibits, appendices, and addenda attached hereto (the “Award Agreement”).

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ATHIRA PHARMA, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • May 22nd, 2023 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This Change in Control and Severance Agreement (the “Agreement”) is made by and between Athira Pharma, Inc., a Delaware corporation (the “Company”), and Andrew Gengos (“Executive”), effective as of May 18, 2023 (the “Effective Date”).

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ATHIRA PHARMA, INC. RESTRICTED STOCK UNIT AGREEMENT NOTICE OF RESTRICTED STOCK UNIT GRANT
Restricted Stock Unit Agreement • September 9th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Delaware

Unless otherwise defined herein, the terms defined in the Athira Pharma, Inc. 2020 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement which includes the Notice of Restricted Stock Unit Grant (the “Notice of Grant”), the Terms and Conditions of Restricted Stock Unit Grant, attached hereto as Exhibit A, and all other exhibits, appendices, and addenda attached hereto (the “Award Agreement”).

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Re: Confirmatory Employment Letter
Confirmatory Employment Letter • September 9th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This confirmatory employment letter agreement (the “Agreement”) is entered into between Glenna Mileson (“you”) and Athira Pharma, Inc. (the “Company” or “we”), effective as of September 8, 2020 (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date.

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ATHIRA PHARMA, INC. STOCK OPTION AGREEMENT NOTICE OF STOCK OPTION GRANT
Stock Option Agreement • September 9th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Delaware

Unless otherwise defined herein, the terms defined in the Athira Pharma, Inc. 2020 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement, which includes the Notice of Stock Option Grant (the “Notice of Grant”), the Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A, the Exercise Notice, attached hereto as Exhibit B, and all other exhibits, appendices, and addenda attached hereto (together, the “Option Agreement”).

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ATHIRA PHARMA, INC. INVESTORS’ RIGHTS AGREEMENT May 29, 2020
Investors’ Rights Agreement • September 9th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of May 29, 2020, by and among Athira Pharma, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a ”Key Holder” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.

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November 17, 2021 Hans Moebius, M.D., Ph. D. Via Email Re: Amendment to Employment Agreement Dear Hans:
Employment Agreement • March 28th, 2022 • Athira Pharma, Inc. • Biological products, (no disgnostic substances)

Reference is made to that certain employment offer letter dated September 13, 2020 (the “Offer Letter”) between you and Athira Pharma, Inc. (the “Company”). As discussed, the Compensation Committee of the Board of Directors of the Company has approved amendments to the terms of your employment as set forth below. Except as otherwise amended hereby, the terms of the Offer Letter remain in full force and effect. Capitalized terms in this letter have the same definitions as the Offer Letter. The amendments are effective retroactive to October 1, 2021.

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SEPARATION AGREEMENT AND RELEASE
Separation Agreement • October 21st, 2021 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This Separation Agreement and Release (“Agreement”) is made by and between Leen Kawas (“Employee”) and Athira Pharma, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).

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LEASE NORTH CREEK PARKWAY CENTER NORTH CREEK PARKWAY CENTER INVESTORS, LP, a California limited partnership, as Landlord, and ATHIRA PHARMA, INC., as Tenant.
Lease • September 9th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington
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FIRST AMENDMENT TO LEASE
Lease • August 16th, 2021 • Athira Pharma, Inc. • Biological products, (no disgnostic substances)

This First Amendment to Lease (this “First Amendment”) is dated as of June 28, 2021, and is by and between NITROGEN PROPCO 2020, L.P., a Delaware limited partnership (“Landlord”), and ATHIRA PHARMA, INC., a Delaware corporation (“Tenant”).

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TRANSITION AGREEMENT AND RELEASE
Transition Agreement and Release • May 22nd, 2023 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This Transition Agreement and Release (“Agreement”) is made by and between Glenna Mileson (“Employee”) and Athira Pharma, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).

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Re: Offer of Employment
Employment Agreement • September 14th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This employment letter agreement (the “Agreement”) is entered into between Hans Moebius (“you”) and Athira Pharma, Inc. (the “Company” or “we”) and will become effective as of the effective date of the Company’s registration statement relating to the Company’s initial public offering (the “Effective Date”). The below sets forth the terms and conditions of your employment with the Company commencing as of the Effective Date.

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CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • September 14th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This Change in Control and Severance Agreement (the “Agreement”) is made by and between Athira Pharma, Inc., a Delaware corporation (the “Company”), and Hans Moebius (“Executive”), effective as of the effective date of the Company’s registration statement relating to the Company’s initial public offering (the “Effective Date”).

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ATHIRA PHARMA, INC. CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • September 17th, 2024 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

This Change in Control Agreement (the “Agreement”) is made by and between Athira Pharma, Inc., a Delaware corporation (the “Company”), and Robert Renninger (“Executive”), effective as of ________________, 2023 (the “Effective Date”).

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18706 North Creek Parkway Suite 104 Bothell, Washington 98011
Offer Letter • August 16th, 2021 • Athira Pharma, Inc. • Biological products, (no disgnostic substances)
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AMENDED AND RESTATED STANDARD EXCLUSIVE LICENSE AGREEMENT
Standard Exclusive License Agreement • August 26th, 2020 • Athira Pharma, Inc. • Biological products, (no disgnostic substances)

This Amended and Restated Standard Exclusive License Agreement With Sublicensing Terms (“Agreement”) is made effective the 1st day of September, 2015, (hereinafter “Effective Date”) by and between Washington State University (hereinafter “WSU”), having an office at Office of Commercialization, 1610 NE Eastgate Boulevard, Suite 650, Pullman WA 99163 USA and M3 Biotechnology, Inc. (hereinafter “Licensee”), a corporation organized and existing under the laws of Delaware and having a principal office at 4000 Mason Road, Suite 300, Box 353141, Seattle, WA 98195-2141 (each of WSU and Licensee may be referred to individually as a “Party” or together as the “Parties” hereafter).

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EXECUTIVE TRANSITION AGREEMENT
Executive Transition Agreement • January 8th, 2024 • Athira Pharma, Inc. • Biological products, (no disgnostic substances) • Washington

THIS EXECUTIVE TRANSITION AGREEMENT (this “Agreement”) is entered into as of January 5, 2024 (the “Effective Date”) between Athira Pharma, Inc. (the “Company”) and Hans Moebius (“Executive”) (collectively referred to as the “Parties” or individually referred to as a “Party”).

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