4,062,500 Common Shares Zynerba Pharmaceuticals, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • July 20th, 2018 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Introductory. Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 4,062,500 shares of its common stock, par value $0.001 per share (the “Shares”). The 4,062,500 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 609,375 Shares as provided in Section 2. The additional 609,375 Shares to be sold by the Company pursuant to such option are called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” Cantor Fitzgerald & Co. (“Cantor”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters li
Zynerba Pharmaceuticals, Inc. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • August 30th, 2019 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co., Canaccord Genuity LLC, H.C. Wainwright & Co., LLC and Ladenburg Thalmann & Co. Inc. (each, an “Agent,” and collectively, the “Agents”), as follows:
PURCHASE AGREEMENTPurchase Agreement • July 21st, 2022 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS PURCHASE AGREEMENT (the "Agreement"), dated as of July 21, 2022, is made by and between ZYNERBA PHARMACEUTICALS, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the "Investor").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 21st, 2022 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 21, 2022, is entered into by and between ZYNERBA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain 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”).
OPEN MARKET SALE AGREEMENT SMOpen Market Sale Agreement • June 9th, 2017 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Zynerba Pharmaceuticals, Inc. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementZynerba Pharmaceuticals, Inc. • May 12th, 2021 • Pharmaceutical preparations • New York
Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co., Canaccord Genuity LLC, H.C. Wainwright & Co., LLC and Ladenburg Thalmann & Co. Inc. (each, an “Agent,” and collectively, the “Agents”), as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of January 2, 2015 (the “Effective Date”) by and between Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Employer”) and Richard A. Baron (the “Employee”).
ZYNERBA PHARMACEUTICALS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 23rd, 2015 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is effective as of , by and between Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Company” or “Zynerba”), and (“Indemnitee”).
ZYNERBA PHARMACEUTICALS, INC. NONQUALIFIED STOCK OPTION GRANTNonqualified Stock Option Grant • March 27th, 2017 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This NONQUALIFIED STOCK OPTION GRANT AGREEMENT (this “Agreement”), dated as of , 201 (the “Date of Grant”), is delivered by Zynerba Pharmaceuticals, Inc. (the “Company”) to (the “Grantee”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 28th, 2023 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS AMENDMENT (this “Amendment”) to the Employment Agreement by and between Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Albert Parker (“Executive”), dated February 14, 2022 (the “Employment Agreement”), is made as of August 14, 2023 (the “Effective Date”).
ZYNERBA PHARMACUETICALS, INC.Incentive Stock Option Grant • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Delaware
This INCENTIVE STOCK OPTION GRANT AGREEMENT (this “Agreement”), dated as of (the “Date of Grant”), is delivered by Zynerba Pharmaceuticals, Inc. (the “Company”) to (the “Grantee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2022 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of February 14, 2022 (the “Effective Date”) by and between Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Employer”) and Albert P. Parker, II (the “Employee”).
AGREEMENT AND PLAN OF MERGER by and among HARMONY BIOSCIENCES HOLDINGS, INC., XYLOPHONE ACQUISITION CORP. and ZYNERBA PHARMACEUTICALS, INC. Dated as of August 14, 2023Agreement and Plan of Merger • August 14th, 2023 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of August 14, 2023, by and among: Harmony Biosciences Holdings, Inc., a Delaware corporation (“Parent”); Xylophone Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”); and Zynerba Pharmaceuticals, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 1.1.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • August 14th, 2023 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Tender and Support Agreement (this “Agreement”) is entered into as of August 14, 2023, by and among Harmony Biosciences Holdings, Inc., a Delaware corporation (“Parent”), Xylophone Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and [●] (“Stockholder”).
INCENTIVE STOCK OPTION AGREEMENT UNDER THE ZYNERBA PHARMACEUTICALS, INC. 2023 STOCK OPTION AND INCENTIVE PLANIncentive Stock Option Agreement • August 14th, 2023 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations
Pursuant to the Zynerba Pharmaceuticals, Inc. 2023 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), Zynerba Pharmaceuticals, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.001 per share (the “Stock”), of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.
TERMINATION AND RELEASE AGREEMENTTermination and Release Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS TERMINATION AND RELEASE AGREEMENT (this “Agreement”), effective as of October 1, 2014 (the “Termination Date”), by and between Zynerba Pharmaceuticals, Inc., a Delaware corporation with its principal place of business located at 712 5th. Ave., New York N.Y. 10019, and successor-in-interest to AllTranz, Inc. (“Zynerba”), and Buzzz Pharmaceuticals Ltd., a company incorporated in the Republic of Ireland with its principal place of business located at 15 Main Street, Raheny, Dublin 5, Ireland (“BUZZZ PHARMA”). Each of Zynerba and BUZZZ PHARMA may be referred to collectively as the “Parties” or individually as a “Party.”
ZYNERBA PHARMACEUTICALS, INC. 2014OMNIBUS INCENTIVE COMPENSATION PLAN RESTRICTED STOCK GRANTRestricted Stock Grant • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Delaware
This RESTRICTED STOCK GRANT AGREEMENT (this “Agreement”), dated as of (the “Date of Grant”), is delivered by Zynerba Pharmaceuticals, Inc. (the “Company”), to (the “Grantee”).
CONFIDENTIAL July 16, 2014 Philip Wagenheim President Zynerba Pharmaceuticals, Inc. 712 Fifth Avenue, 22nd Floor New York, New York 10019Letter Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations
This letter agreement confirms our understanding regarding the potential waiver by Broadband Capital Management LLC (“BCM”) of Section 7 of that certain Engagement Letter by and between BCM and AllTranz, Inc. (the “Company”) dated March 7, 2014 (the “Engagement Letter”) and attached hereto as Exhibit A. Other than as specified herein, no terms or conditions of the Engagement Letter are otherwise affected hereby.
Kentucky Science and Technology Corporation (KSTC) Grant Agreement No. KSTC-184-512-11-114 Kentucky Cabinet for Economic Development Office of Commercialization and Innovation Kentucky SBIR-STTR Matching Funds GrantGrant Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Kentucky
KSTC Technical Representative Kenneth D. Ronald, Program Manager Kentucky Science and Technology Corporation P.O. Box 1049 Lexington, KY 40588-1049 PH: 859-246-3252 FX: 859-259-0986 E-mail: kronald@kstc.com KSTC Administrative Representative John Wehrle, Chief Financial Officer Kentucky Science and Technology Corporation P.O. Box 1049 Lexington, KY 40588-1049 PH: 859-246-3224 FX: 859-259-0986 E-mail: jwehrle@kstc.com
PATENT ASSIGNMENTPatent Assignment • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations
Zynerba, Inc., with offices at 170 North Radnor Chester Road, Suite 350, Radnor, PA 19087 and its successors, assigns and legal representatives, the undersigned (“ASSIGNOR”), for good and valuable consideration, the receipt of which is hereby acknowledged, hereby assigns, sells and transfers to Audra Lynn Stinchcomb, a citizen of the United States of America, residing at 2002 Indian Head Rd, Ruxton, Maryland, hereinafter referred to as the ASSIGNEE, its entire right, title and interest for the United States and in all countries, in and to any and all inventions, discoveries and applications which are disclosed in United States Patent application entitled:
ZYNERBA PHARMACEUTICALS, INC. THIRD AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations
THIS THIRD AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is entered into as of May 6, 2014, by and among ZYNERBA PHARMACEUTICALS, INC. (f/k/a AllTranz, Inc.), a Delaware corporation (the “Company”), those individuals and entities identified on Exhibit A hereto as the “Investor Stockholders” and each individual or entity who from time to time enters into a counterpart to this Agreement agreeing to be bound by this Agreement as an Investor Stockholder (individually, each an “Investor Stockholder” and collectively, the “Investor Stockholders”), and those individuals and entities identified on Exhibit A hereto as the “Common Stockholders” and each individual or entity who from time to time enters into a counterpart to this Agreement agreeing to be bound by this Agreement as a Common Stockholder (individually, each a “Common Stockholder” and collectively, the “Common Stockholders”). Each of the Investor Stockholders and the Common Stockholder are sometimes referred to as a
PATENT ASSIGNEMENT CONSIDERATION AGREEMENTPatent Assignement Consideration Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Delaware
This Patent Assignment Consideration Agreement (this “Agreement”) is made and entered into this 21st day of August, 2014 (the “Effective Date”), by and between Albany College of Pharmacy, a university located at 106 New Scotland Road, Albany, NY 12208-3492 (“Assignor”), and Zynerba Pharmaceuticals, Inc. (f/k/a AllTranz, Inc.), a Delaware corporation located at 1122 Oak Hill Drive, Lexington, KY 40505 (“Assignee”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), effective as October 2, 2014 (the “Effective Date”), is entered into by and between Zynerba Pharmaceuticals, Inc. (the “Employer”), a Delaware corporation, and Armando Anido (the “Employee”).
Kentucky Science and Technology Corporation (KSTC) Grant Agreement No. KSTC-184-512-12-140 Kentucky Cabinet for Economic Development Office of Commercialization and Innovation Kentucky SBIR-STTR Matching Funds GrantGrant Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Kentucky
KSTC Technical Representative Kenneth D. Ronald, Program Manager Kentucky Science and Technology Corporation P.O. Box 1049 Lexington, KY 40588-1049 PH: 859-246-3252 FX: 859-259-0986 E-mail: kronald@kstc.com KSTC Administrative Representative John Wehrle, Chief Financial Officer Kentucky Science and Technology Corporation P.O. Box 1049 Lexington, KY 40588-1049 PH: 859-246-3224 FX: 859-259-0986 E-mail: jwehrle@kstc.com
August 30, 2019 Brian Rosenberger Chester Springs, PA 19425 Dear Brian:Zynerba Pharmaceuticals, Inc. • November 6th, 2019 • Pharmaceutical preparations
As you know, you and Zynerba Pharmaceuticals, Inc. (the “Company”) are parties to that certain employment agreement dated as of January 18, 2017 (as amended and/or restated from time to time, the “Employment Agreement”). For good and valuable consideration, you and the Company hereby agree to amend the Employment Agreement as follows:
Re: Amendment No. 1 to Advisory Services Agreement with Broadband Capital ManagementZynerba Pharmeceuticals, Inc. • June 30th, 2015 • Pharmaceutical preparations
This Amendment No. 1 (the “Amendment”) confirms certain additional terms to the BCM letter agreement by and between Broadband Capital Management LLC (“BCM”) and Zynerba Pharmaceuticals, Inc., f/k/a AllTranz, Inc., (the “Company”) dated as of July 16, 2014 (the “Agreement”) pursuant to which the Broadband Capital Management LLC (“BCM”) agreed to provide advisory services. The Amendment is being entered into in recognition of the incremental scope and duration of services that BCM is providing to the company and provides for corresponding fees for such efforts, specifically, a grant of 544,483 shares of common stock of the Company. Terms used but not defined herein will have the definition ascribed to such term in the Agreement.
Kentucky Science and Technology Corporation (KSTC) Grant Agreement No. KSTC-184-512-07-029 Kentucky Cabinet for Economic Development Department of Commercialization and Innovation Kentucky SBIR-STTR Matching Funds ProgramGrant Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Kentucky
This GRANT AGREEMENT is made and entered into as of 21 November 2007, by and between the KENTUCKY SCIENCE and TECHNOLOGY CORPORATION, a Kentucky nonprofit corporation (“KSTC”), as administrator of the Kentucky CABINET FOR ECONOMIC DEVELOPMENT (“CABINET”), DEPARTMENT OF COMMERCIALIZATION AND INNOVATION (“DCI”) Kentucky SBIR/STTR Matching Funds Program through a Personal Service Contract with the CABINET, a governmental agency of the Commonwealth of Kentucky for and on behalf of the DCI, and AllTranz, Inc., (“Grantee”).
Re: Amendment No. 2 to Advisory Services Agreement with Broadband Capital ManagementZynerba Pharmeceuticals, Inc. • June 30th, 2015 • Pharmaceutical preparations
This Amendment No. 2 (the “Amendment”) confirms certain additional terms to the BCM letter agreement by and between Broadband Capital Management LLC (“BCM”) and Zynerba Pharmaceuticals, Inc., f/k/a AllTranz, Inc., (the “Company”) dated as of July 16, 2014, as amended by Amendment No. 1 on September 3, 2014 (as amended, the “Agreement”) pursuant to which the Broadband Capital Management LLC (“BCM”) agreed to provide advisory services. The Amendment is being entered into in recognition of the incremental scope and duration of services that BCM is providing to the company and provides for corresponding fees for such efforts, specifically, a grant of 545,192 shares of common stock of the Company. Terms used but not defined herein will have the definition ascribed to such term in the Agreement.
AGREEMENT AND PLAN OF MERGER BY AND AMONG BCM XI HOLDINGS LLC, BCM PARTNERS IV, CORP., ALLTRANZ, INC., AUDRA STINCHCOMB and Steven Gailar, as the representative of the stockholders of AllTranz, Inc. Dated as of May 6, 2014Agreement and Plan of Merger • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • New York
This AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of May 6, 2014, is made by and among BCM XI Holdings LLC, a Delaware limited liability company (“Parent”), BCM Partners IV, Corp., a Delaware corporation (“Merger Corp”), AllTranz, Inc., a Delaware corporation (the “Company”), Steven Gailar, as the shareholder representative (the “Representative”) and Audra Stinchcomb (“Major Common Holder”).
RE: Termination of Letter AgreementsTermination Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • New York
This termination letter agreement (“Termination Agreement”) sets forth the understanding between Broadband Capital Management LLC (“BCM”) and Zynerba Pharmaceuticals, Inc., formerly known as AllTranz, Inc. (the “Company”) concerning the termination of certain letter agreements between BCM and the Company as more fully set forth below.
Re: BCM Letter AgreementZynerba Pharmeceuticals, Inc. • June 30th, 2015 • Pharmaceutical preparations
This letter agreement confirms our understanding regarding the provision of financial advisory services by Broadband Capital Management LLC (“BCM”) to AllTranz, Inc. (the “Company”).
SEVERANCE AGREEMENT AND RELEASE OF CLAIMSSeverance Agreement and Release of Claims • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT is being entered into between and among Zynerba Pharmaceuticals, Inc., f/k/a AllTranz, Inc. on behalf of and for the benefit of itself, its shareholders, officers, directors, employees, agents, predecessors, successors and assigns (hereinafter collectively referred to as “Employer”) and Audra Stinchcomb, on behalf of and for the benefit of herself, her heirs, assigns and representatives (hereinafter referred to as “Employee”) to resolve all differences (collectively “the parties”).
Lease AgreementLease Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations
the operation of the Building or the Property; provided, however, that if, due to a future change in the method of taxation or assessment, any income, profit, franchise or other to, however designated, shall be imposed in substitution, in whole or in part for (or in lieu of) any tax, assessment or charge which would otherwise he Included within the definition of Real Estate Taxes, such other tax shall be deemed to be included within Real Estate Taxes as defined herein to the extent of such substitution. Real Estate Taxes shall not include any realty transfer taxes with respect to any conveyance of the Property (or any interest therein or portion thereof) any income tax, capital stock tax imposed on Landlord or its affiliates (except to the extent imposed in substitution of taxes, assessments or governmental charges upon the Premises, Building or operation), an inheritance tax, or any penalties or interest concerning any of the foregoing. There shall be added to Real Estate Taxes the re
Lock-Up AgreementLock-Up Agreement • June 30th, 2015 • Zynerba Pharmeceuticals, Inc. • Pharmaceutical preparations
The undersigned understands that AllTranz, a Delaware corporation (the “Company”) and BCM Partners IV, Corp., a Delaware corporation (the “Merger Corp”), have entered into an Agreement and Plan of Merger, dated as of May , 2014 (as the same may be amended and restated from time to time, the “Merger Agreement”), with BCM XI Holdings LLC, a Delaware limited liability company, and the other parties named therein, pursuant to which Merger Corp will merge with and into the Company, and, in connection therewith, the undersigned will receive shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Merger Agreement.
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 14th, 2023 • Zynerba Pharmaceuticals, Inc. • Pharmaceutical preparations
Pursuant to the Zynerba Pharmaceuticals, Inc. 2023 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Zynerba Pharmaceuticals, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.001 per share (the “Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration with respect to the par value of the Stock in the form of cash, past or future services rendered to the Company by the Grantee or such other form of consideration as is acceptable to the Administrator.
