UNDERWRITING AGREEMENT between MAIA BIOTECHNOLOGY, INC. and THINKEQUITY LLC as Representative of the Several Underwriters MAIA BIOTECHNOLOGY, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 8th, 2023 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • New York
The undersigned, MAIA Biotechnology, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”). To the extent there are no additional underwriters named in Schedule I hereto other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms “Representative” and “Underwriter” shall mean either the singular or the plural as the context requires.
PRE-FUNDED COMMON STOCK PURCHASE WARRANT MAIA Biotechnology, Inc.Warrant Agreement • April 20th, 2023 • MAIA Biotechnology, 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 Issue Date and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from MAIA Biotechnology, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).
COMMON STOCK PURCHASE WARRANT MAIA BIOTECHNOLOGY, INC.Common Stock Purchase Warrant • April 23rd, 2024 • MAIA Biotechnology, 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from MAIA Biotechnology, 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).
COMMON STOCK PURCHASE WARRANT MAIA BIOTECHNOLOGY, INC.Common Stock Purchase Warrant • April 23rd, 2024 • MAIA Biotechnology, 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from MAIA Biotechnology, 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). This Warrant shall be deemed an Award of Option (as such terms are defined in the Plan) under the Company’s 2021 Equity Incentive Plan (the “Plan“) and shall be deemed granted thereunder and any Warrant Shares issued he
AT THE MARKET OFFERING AGREEMENT February 14, 2024At the Market Offering Agreement • February 14th, 2024 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • New York
MAIA Biotechnology, 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:
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT MAIA BIOTECHNOLOGY, INC.Placement Agent Common Stock Purchase Warrant • November 17th, 2023 • MAIA Biotechnology, Inc. • Pharmaceutical preparations
THIS PLACEMENT AGENT 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 15, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from MAIA Biotechnology, 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). This Warrant is being issued pursuant to that certain Engagement Agreement between the Company and H.C. Wainwright & Co., LLC, dated as of November 4, 2023.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 17th, 2023 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 15, 2023, between MAIA Biotechnology, 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”).
COMMON STOCK PURCHASE WARRANT MAIA BIOTECHNOLOGY, INC.Common Stock Purchase Warrant • November 16th, 2023 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Alumni Capital LP 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 November 10, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 10, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from MAIA BIOTECHNOLOGY, INC., a Delaware corporation (the “Company”), up to 250,000 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 23rd, 2024 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 22, 2024, between MAIA Biotechnology, 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”).
INDEMNITY AGREEMENTIndemnification Agreement • August 1st, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of July 27, 2022, is made by and between MAIA BIOTECHNOLOGY, INC., a Delaware corporation (the “Company”), and _________________ (“Indemnitee”), and will become effective upon the closing of the Company’s initial public offering.
MAIA BIOTECHNOLOGY, INC. Shares of Common Stock ATM Sales AgreementAtm Sales Agreement • September 1st, 2023 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • New York
MAIA Biotechnology, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with ThinkEquity LLC (the “Agent”), as follows:
Original Agreement: December 1, 2019 Amended Agreement: March 29, 2020 2nd Amended Agreement: November 1, 2020 3rd Amended Agreement: Effective date when $12M Qualified Funds Raised is ReachedExecutive Employment Agreement • April 11th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Illinois
SUPPLY AND NON-EXCLUSIVE LICENSE AGREEMENTSupply and Non-Exclusive License Agreement • May 31st, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Delaware
This Supply and Non-Exclusive License Agreement (“Agreement”), made as of February 1, 2021 (the “Effective Date”), is by and between Regeneron Pharmaceuticals, Inc. (“Regeneron”), having a place of business at 777 Old Saw Mill River Road, Tarrytown, NY 10591-6707 and MAIA Biotechnology, Inc. operating through its wholly owned subsidiary, THIO Therapeutics, Inc. (“Sponsor”), having a place of business at 444 West Lake Street, Suite 1700, Chicago, IL 60606. Regeneron and Sponsor are each referred to herein individually as “Party” and collectively “Parties”.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 21st, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Illinois
EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated as of September 16, 2022 (the “Effective Date”), between MAIA Biotechnology, Inc. (the “Company”) and Joseph McGuire (“Executive,” together with the Company, the “Parties” and, each, a “Party”).
INDEMNITY AGREEMENTIndemnification & Liability • February 14th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of ___________ ____, 2021, is made by and between MAIA BIOTECHNOLOGY, INC., a Delaware corporation (the “Company”), and _________________ (“Indemnitee”), and will become effective upon the closing of the Company’s initial public offering.
Original Agreement: July 26, 2021 Amended Agreement: Effective date when $12M Qualified Funds Raised is ReachedExecutive Employment Agreement • April 11th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Illinois
COMMON STOCK PURCHASE WARRANT MAIA BIOTECHNOLOGY, INC.Common Stock Purchase Warrant • December 10th, 2024 • MAIA Biotechnology, 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June , 2030 (the “Termination Date”) but not thereafter, to subscribe for and purchase from MAIA Biotechnology, 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). This Warrant shall be deemed an Award of Option (as such terms are defined in the Plan) under the Company’s 2021 Equity Incentive Plan (the “Plan“) and shall be deemed granted thereunder and any Warrant Shares issued hereun
AMENDMENT NO. 1 TO COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • May 14th, 2024 • MAIA Biotechnology, Inc. • Pharmaceutical preparations
This AMENDMENT NO. 1 TO COMMON STOCK PURCHASE WARRANT (this “Amendment”) is entered into as of May __, 2024, by and between MAIA Biotechnology, Inc., a Delaware corporation (the “Company”), and such holder identified on the signature page hereto (the “Holder”).
PATENT & TECHNOLOGY LICENSE AGREEMENT AGT. NO. L2664-MAIA BIOTECHNOLOGYPatent & Technology License Agreement • April 11th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Texas
This Patent and Technology License Agreement (“Agreement”) is between The Board of Regents (“Board”) of The University of Texas System (“System”), an agency of the State of Texas whose address is 210 West 7th Street, Austin, Texas 78701 on behalf of The University of Texas Southwestern Medical Center (“UT Southwestern”), a component institution of System, whose address is 5323 Harry Hines Boulevard, Dallas, Texas 75390-9094 (“Licensor”) and MAIA Biotechnology, Inc., a Delaware corporation, with its principal place of business at 444 West Lake Street, Suite 1700, Chicago, IL 60606 (“Licensee”) (collectively, “Parties”, or singly, “Party”).
MAIA BIOTECHNOLOGY, INC. Stock Option Award AgreementStock Option Award Agreement • August 22nd, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations
THIS AGREEMENT made as of ___________ __, 2021 [insert date on which Committee grants the Option] (the “Grant Date”), by and between Maia Biotechnology, Inc. (the “Company”), and ____________________ (the “Optionee”).
ContractWarrant Agreement • April 11th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Delaware
THIS WARRANT AND ANY SECURITIES TO BE ISSUED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE LAWS. THE WARRANT AND SUCH SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, AND THE LAWS OF ANY APPLICABLE STATE OR OTHER JURISDICTION, OR AN EXEMPTION THEREFROM, THE AVAILABILITY OF WHICH MUST BE ESTABLISHED TO THE SATISFACTION OF THE COMPANY.
PATENT & TECHNOLOGY LICENSE AGREEMENT AGT. NO. L3648-MAIA BIOTECHNOLOGYPatent & Technology License Agreement • April 11th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Texas
This Patent and Technology License Agreement (“Agreement”) is between The Board of Regents (“Board”) of The University of Texas System (“System”), an agency of the State of Texas whose address is 210 West 7th Street, Austin, Texas 78701 on behalf of The University of Texas Southwestern Medical Center (“UT Southwestern”), a component institution of System, whose address is 5323 Harry Hines Boulevard, Dallas, Texas 75390-9094 (“Licensor”) and MAIA Biotechnology, Inc., a Delaware corporation, with its principal place of business at 444 West Lake Street, Suite 1700, Chicago, IL 60606 (“Licensee”) (collectively, “Parties”, or singly, “Party”).
LOCK-UP AGREEMENTLock-Up Agreement • November 17th, 2023 • MAIA Biotechnology, Inc. • Pharmaceutical preparations
Re: Securities Purchase Agreement, dated as of November 15, 2023 (the “Purchase Agreement”), between MAIA Biotechnology, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”)
MAIA BIOTECHNOLOGY, INC. Stock Option Award AgreementStock Option Award Agreement • August 22nd, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations
THIS AGREEMENT made as of ___________ __, 2021 [insert date on which Committee grants the Option] (the “Grant Date”), by and between Maia Biotechnology, Inc. (the “Company”), and ____________________ (the “Optionee”).
PATENT & TECHNOLOGY LICENSE AGREEMENT AGT. NO. L2664-MAIA BIOTECHNOLOGYPatent & Technology License Agreement • May 31st, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Texas
This Patent and Technology License Agreement (“Agreement”) is between The Board of Regents (“Board”) of The University of Texas System (“System”), an agency of the State of Texas whose address is 210 West 7th Street, Austin, Texas 78701 on behalf of The University of Texas Southwestern Medical Center (“UT Southwestern”), a component institution of System, whose address is 5323 Harry Hines Boulevard, Dallas, Texas 75390-9094 (“Licensor”) and MAIA Biotechnology, Inc., a Delaware corporation, with its principal place of business at 444 West Lake Street, Suite 1700, Chicago, IL 60606 (“Licensee”) (collectively, “Parties”, or singly, “Party”).
MAIA BIOTECHNOLOGY, INC.Management Stock Option Award Agreement • June 29th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Delaware
Y = the number of Option Shares purchasable under the Option or, if only a portion of the Option is being exercised, the portion of the Option being exercised;
MAIA BIOTECHNOLOGY, INC. Consulting Stock Option Award AgreementConsulting Stock Option Award Agreement • June 29th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT SHALL BE VOID IF IT HAS NOT BEEN EXECUTED AND RETURNED TO THE COMPANY WITHIN 30 DAYS AFTER THE DATE OF GRANT. THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES UNDERLYING THIS OPTION AGREEMENT MAY NOT BE SOLD, PLEDGED, HYPOTHECATED, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS SUCH SALE, PLEDGE, HYPOTHECATION, TRANSFER OR OTHER DISPOSITION SHALL HAVE BEEN REGISTERED UNDER SAID ACT AND IN COMPLIANCE WITH ANY APPLICABLE STATE SECURITIES LAWS OR UNTIL THE COMPANY SHALL HAVE RECEIVED A LEGAL OPINION SATISFACTORY IN FORM AND SUBSTANCE TO THE COMPANY, THAT SUCH SALE, PLEDGE, HYPOTHECATION, TRANSFER OR OTHER DISPOSITION IS EXEMPT FROM REGISTRATION. GRANTEE HEREBY AGREES THAT ALL OPTION SHARES ACQUIRED UPON THE EXERCISE OF THIS OPTION SHALL BE SUBJECT TO CERTAIN REPURCHASE RIGHTS AND RIGHTS OF FIRST REFUSAL EXERCISABLE BY THE COMPANY AND ITS ASSIGNS. THE TERMS OF SUCH RIGHTS ARE SPECIFIED IN THE PLAN.
PATENT & TECHNOLOGY LICENSE AGREEMENT AGT. NO. L3648-MAIA BIOTECHNOLOGYPatent & Technology License Agreement • May 31st, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Texas
This Patent and Technology License Agreement (“Agreement”) is between The Board of Regents (“Board”) of The University of Texas System (“System”), an agency of the State of Texas whose address is 210 West 7th Street, Austin, Texas 78701 on behalf of The University of Texas Southwestern Medical Center (“UT Southwestern”), a component institution of System, whose address is 5323 Harry Hines Boulevard, Dallas, Texas 75390-9094 (“Licensor”) and MAIA Biotechnology, Inc., a Delaware corporation, with its principal place of business at 444 West Lake Street, Suite 1700, Chicago, IL 60606 (“Licensee”) (collectively, “Parties”, or singly, “Party”).
MAIA BIOTECHNOLOGY, INC. Stock Option AwardStock Option Award • June 29th, 2022 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • Delaware
Y = the number of Option Shares purchasable under the Option or, if only a portion of the Option is being exercised, the portion of the Option being exercised;
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 10th, 2024 • MAIA Biotechnology, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 9, 2024, between MAIA Biotechnology, 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”).
