SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 12th, 2024 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of March 11, 2024, between Aprea 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”).
Aprea Therapeutics, Inc. TRANCHE B WARRANT TO PURCHASE COMMON STOCK OR EXCHANGE WARRANTSSecurity Agreement • March 12th, 2024 • Aprea Therapeutics, Inc. • Pharmaceutical preparations
THIS TRANCHE B WARRANT to Purchase Common Stock or Exchange Warrants (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 Issue Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the Termination Date, but not thereafter, to subscribe for and purchase from Aprea Therapeutics, Inc., a Delaware corporation (the “Company”), up to either (x) ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”) or (y) warrants to purchase __________ shares of Common Stock for an exercise price of $0.001 (the “Exchange Warrants”), with such choice between Warrant Shares and Exchange Warrants determined by the Beneficial Ownership Limitation (as defined below). The purchase price of one Warrant S
Aprea Therapeutics, Inc. [ ] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 23rd, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
Aprea Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value $0.001 per share, of the Company (the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional [ ] shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
0.001 par value per share) SALES AGREEMENTSales Agreement • November 12th, 2020 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
Aprea Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with SVB Leerink LLC (the “Agent”), as follows:
AT THE MARKET OFFERING AGREEMENTAt the Market Offering Agreement • November 8th, 2024 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
Aprea Therapeutics, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 12th, 2024 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March [ ], 2024, by and among Aprea Therapeutics, Inc., a Delaware corporation (the “Company”), and the parties signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
1,050,000 SHARES of Common Stock APREA THERAPEUTICS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 24th, 2023 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
The undersigned, Aprea Therapeutics, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Aprea Therapeutics, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 17th, 2022 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is dated as of May 16, 2022, by and among Aprea 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”).
APREA THERAPEUTICS, INC. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • September 23rd, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of the day of , 2019, by and between Aprea Therapeutics, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER among: APREA THERAPEUTICS, INC., a Delaware corporation; ATR MERGER SUB I INC., a Delaware corporation; ATR MERGER SUB II LLC, a Delaware limited liability company; and ATRIN PHARMACEUTICALS INC., a Delaware corporation...Merger Agreement • May 17th, 2022 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of May 16, 2022, by and among Aprea Therapeutics, Inc., a Delaware corporation (“Parent”), ATR Merger Sub I Inc., a Delaware corporation and wholly owned Subsidiary of Parent (“First Merger Sub”), ATR 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 Atrin Pharmaceuticals Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
EMPLOYMENT AGREEMENTEmployment Agreement • May 14th, 2024 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”) between APREA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and Nadeem Q. Mirza, M.D., M.P.H. (the “Executive”), is made and entered into as of April 30, 2024 and shall become effective May 1, 2024 (the “Effective Date”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 12th, 2024 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
This agreement (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) Aprea Therapeutics, Inc., Inc., a Delaware corporation (the “Company”), that Maxim shall serve as the exclusive placement agent for the Company, on a “commercially reasonable efforts” basis, in connection with the proposed placement (the “Placement”) of unregistered (i) shares (the “Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), (ii) pre-funded Common Stock purchase warrants to purchase shares of Common Stock (the “Pre-Funded Warrants), and (iii) Common Stock purchase warrants to purchase shares of Common Stock (the “Common Warrants”). The Shares, the Prefunded Warrants, and the Common Warrants are hereinafter referred to as the “Securities.” The terms of the Placement shall be mutually agreed upon by the Company, Maxim and the purchasers of the Securities (each, a “Purchaser” and collectively, the “Purchasers”) and nothing here
SEPARATION AND GENERAL RELEASE AGREEMENTSeparation and General Release Agreement • March 30th, 2023 • Aprea Therapeutics, Inc. • Pharmaceutical preparations
This Separation and General Release Agreement (the “Agreement”) is made by and between Lars Abrahmsen (the “Executive”) and Aprea Therapeutics, Inc. (the “Company”) (collectively, the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 27th, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations
Confidential Severance Agreement And general ReleaseSeverance Agreement • November 7th, 2024 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • Texas
This Confidential Severance Agreement and General Release (“Agreement”) is made by and between Nadeem Mirza, M.D., M.P.H. (“Employee”) and Aprea Therapeutics, Inc., a Delaware corporation (“Company”) (collectively, the “Parties”).
July 15, 2016 Greg Korbel Philadelphia, PA 19129 Dear Greg:Employment Agreement • September 27th, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • Delaware
On behalf of Aprea (US), Inc. (the “Company”), a wholly-owned U.S. subsidiary of Aprea AB (“Aprea”), I am pleased to confirm the terms and conditions of your employment as set forth below in this letter agreement (this “Agreement”). Certain capitalized terms used in this Agreement without definition are defined in Section 14.
COMPANION DIAGNOSTICS AGREEMENTCompanion Diagnostics Agreement • August 11th, 2020 • Aprea Therapeutics, Inc. • Pharmaceutical preparations
This Companion Diagnostics Agreement (this “Agreement”) dated August 11, 2020 (the “Effective Date”), by and between Invivoscribe, Inc., a California corporation with offices located at 10222 Barnes Canyon Rd., Building 1, San Diego, CA 92121 (“IVS”), and Aprea Therapeutics, Inc., a Delaware corporation (“APR”) with offices located at 535 Boylston Street, Boston, MA 02116 (each a “Party” and collectively the “Parties”).
Customs Synthesis AgreementCustoms Synthesis Agreement • September 23rd, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations
SYNGENE International Private Limited (“SYNGENE”), Biocon Park, Plot Nos 2 & 3, Industrial Area, Bommasandra IV Phase, Jigani Link Road, Bangalore-560099, India,
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT dated as of September, 20 2019 by and among APREA THERAPEUTICS, INC and the SHAREHOLDERS party hereto as set forth on Exhibit ARegistration Rights Agreement • September 25th, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • New York
This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of September 20, 2019, (this “Agreement”) among Aprea Therapeutics, Inc. (the “Company”), and the shareholders party hereto as listed on Exhibit A, including any Permitted Transferees and New Investors (collectively, the “Shareholders”).
March 28, 2023 Via Email Greg Korbel greg.korbel@gmail.com Dear Greg:Separation Agreement • March 30th, 2023 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • Pennsylvania
This Separation Agreement and General Release (this “Agreement”) will confirm the arrangements we have discussed concerning the mutual understanding reached by Aprea Therapeutics, Inc. (the “Company”) and you regarding the cessation of your employment. Subject to your execution and non-revocation of this Agreement, your last day of work with the Company will be and your employment with the Company will end on March 31, 2023 (the “Separation Date”). Capitalized terms used herein and not otherwise defined have the meanings ascribed to such terms in the Employment Agreement by and between you and the Company dated as of July 15, 2016 (as amended, modified, or restated from time to time, the “Employment Agreement”).
ContractCustoms Synthesis Agreement • September 25th, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations
*Certain information, identified by [***], has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
MASTER MANUFACTURING AND SUPPLY AGREEMENTMaster Manufacturing and Supply Agreement • September 25th, 2019 • Aprea Therapeutics, Inc. • Pharmaceutical preparations
This master manufacturing and supply agreement with its exhibits (“Agreement”) is made effective as of 19 September, 2019 (“Effective Date”) by and between:
CONFIDENTIAL SEVERANCE AGREEMENT AND GENERAL RELEASESeverance Agreement • March 30th, 2023 • Aprea Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Confidential Severance Agreement and General Release (“Agreement”) is made by and between Scott M. Coiante (“Employee”) and Aprea Therapeutics, Inc., its subsidiaries, affiliates, successors, and assigns (“Company”) (collectively, the “Parties”).
