ONCTERNAL THERAPEUTICS, INC. AMENDMENT TO WARRANT TO PURCHASE SHARES OF SERIES B-2 PREFERRED STOCK
Exhibit 4.1
AMENDMENT TO
WARRANT TO PURCHASE SHARES OF
SERIES B-2 PREFERRED STOCK
This Amendment to Warrant to Purchase Shares of Series B-2 Preferred Stock (this “Amendment”), dated as of June 7, 2019 (the “Effective Date”), is being entered into by and between Oncternal Therapeutics, Inc., a Delaware corporation (the “Company”) and the holders of certain warrants to purchase shares of Series B-2 Preferred Stock issued in connection with that certain Series B-2 Preferred Stock and Warrant Purchase Agreement dated September 12, 2017 by and among the Company and the entities and persons listed on the Schedule of Investors thereto (each, a “Holder”).
WHEREAS, each Holder is the record and beneficial owner of certain warrants (the “Outstanding Warrants”) to purchase shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), set forth on Exhibit A hereto;
WHEREAS, the Company has announced entering into that certain Agreement and Plan of Merger and Reorganization, dated as of March 6, 2019 (as amended, the “Merger Agreement”), by and among GTx, Inc., a Delaware corporation (“Parent”), Grizzly Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and the Company, whereby Parent and the Company intend to effect a merger of Merger Sub with and into the Company (the “Merger”) and stockholders of the Company will receive the right to receive shares of Parent common stock as consideration in the Merger;
WHEREAS, Section 5.5 of the Merger Agreement contemplates that the Outstanding Warrants shall be converted into and become warrants to purchase Parent common stock and Parent shall assume each Outstanding Warrant as a result of the Merger;
WHEREAS, Section 6.2 of the Outstanding Warrants provides that the Outstanding Warrants shall terminate upon the merger of the Company;
WHEREAS, Section 6.7 of the Outstanding Warrants provides that the Outstanding Warrants may be amended and the observance of any other term of the Outstanding Warrants may be waived, with the written consent of the Company and the Holders of at least a majority in interest of the shares issuable upon the exercise of all Outstanding Warrants; and
WHEREAS, the Company and the Holders of at least a majority in interest of the shares issuable upon the exercise of all Outstanding Warrants have agreed to amend the Outstanding Warrants in the manner provided in this Amendment.
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein below and other good and valuable consideration, the receipt and legal sufficiency of which are hereby mutually acknowledged, the Holders and the Company hereby agree as follows:
1. Capitalized Terms. Unless otherwise specified in this Amendment, all terms herein shall have the same meanings ascribed to them in the Outstanding Warrants.
2. Amendments.
2.1.A new Section 2.8 is added to the Outstanding Warrants to read in its entirety as follows:
2.7No Cash Settlement. Notwithstanding anything herein to the contrary, the Company shall not be required to make any cash payments or net cash settlement to the Holder in lieu of issuance of any shares of Series B-2 Preferred Stock.
US-DOCS\106228335.5
2.2Section 3.4 of the Outstanding Warrants is amended and replaced in its entirety with the following:
3.4Reclassification or Reorganization. If the shares of Series B-2 Preferred Stock shall be changed into the same or different number of shares of any class or classes of stock, whether by capital reorganization, reclassification or otherwise (other than a subdivision, conversion or combination of shares or stock dividend provided for in Sections 3.1, 3.2 and 3.3 above), then, and in each such event, Holder shall be entitled to receive upon the exercise of this Warrant the kind and amount of shares of stock and other securities and property receivable upon such reorganization, reclassification or other change, to which a holder of the number of shares of Series B-2 Preferred Stock (or any shares of stock or other securities which may be) issuable upon the exercise of this Warrant would have received if this Warrant had been exercised immediately prior to such reorganization, reclassification or other change, all subject to further adjustment as provided herein (such kind and amount of shares of stock and other securities and property, the “Reclassified Shares”). At the request of Holder, this Warrant will thereupon be cancelled and upon its surrender to the Company, the Company will execute and deliver at its expense a new Warrant reflecting the foregoing adjustment, but otherwise identical to the replaced Warrant. Notwithstanding the foregoing, in any such case, the aggregate purchase price payable by Holder for the Reclassified Shares pursuant to this Warrant shall remain the same.
2.3Section 6.2 of the Outstanding Warrants is amended and replaced in its entirety with the following:
6.2Early Termination. In the event of, at any time during the Exercise Period, any capital reorganization, or any reclassification of the capital stock of the Company (other than a change in par value or from par value to no par value or no par value to par value or as a result of a stock dividend or subdivision, split-up or combination of shares), or the consolidation or merger of the Company with or into another corporation (other than a merger solely to effect a reincorporation of the Company into another state), or the sale or other disposition of all or substantially all the properties and assets of the Company in its entirety to any other person, the Company shall provide to Holder ten (10) days advance written notice of such reorganization, reclassification, consolidation, merger or sale or other disposition of the Company’s assets, and this Warrant shall terminate (subject to the provisions of Section 6.3) unless exercised prior to the occurrence of such reorganization, reclassification, consolidation, merger or sale or other disposition of the Company’s assets. This section 6.2 shall not apply to the transactions contemplated by that certain Agreement and Plan of Merger and Reorganization, dated as of March 6, 2019 (the “Merger Agreement”), by and among GTx, Inc., a Delaware corporation,Grizzly Merger Sub, Inc., a Delaware corporation and the Company, including the Merger (as defined in the Merger Agreement) or any of the Contemplated Transactions (as defined in the Merger Agreement).
3. No Other Amendment. Except for the matters set forth in this Amendment, all other terms of the Outstanding Warrants shall remain unchanged and in full force and effect.
4. Governing Law. This Amendment shall be governed by and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws principles.
5. Counterparts. This Amendment may be executed in the original or by facsimile in two or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute but one and the same instrument.
[Remainder of Page Intentionally Left Blank]
US-DOCS\106228335.5
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IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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/s/Xxxxxxx X. Xxxxxxx |
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Xxxxxxx X. Xxxxxxx |
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Title: |
Chief Financial Officer |
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00000 Xx Xxxxxx Xxxx, Xxx 000 Xxx Xxxxx, XX 00000 |
[Amendment to Warrants to Purchase Shares of Series B-2 Pre ferred Stock Signature Page]
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxxxxx Xxxxx |
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0000 Xxxxxx xx |
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Xxx Xxxxxxxxx, xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Alexandria Venture Investments, LLC |
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By: Alexandria Real Estate Equities, Inc., its managing member |
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/s/ Xxxxx Xxxxxxxx |
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Name: |
Xxxxx Xxxxxxxx |
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Title: |
SVP-Venture Counsel |
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Address: 000 X. Xxxxxxxx Xxxx., Xxxxx 000, Xxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxx Life Sciences LLC |
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Xxxxxxxx Xxxxx |
Xxxxx Xxxxxxx |
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Title: |
Co-President |
Co CEO |
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8540 Xxxxxxx xx xxx Xxxxx |
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Xx Xxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxx Xxxxxx |
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/s/Xxxxxx Xxxxxx |
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000 00xx Xx. |
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Xxxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxx Xxxxx Xxxxx |
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/s/Xxxxxx Xxxxx Xxxxx |
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000 X 000 X #000 |
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Xxxx Xxxx Xxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxxxx Xxxxxxxxxx |
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/s/Xxxxxxxx Xxxxxxxxxx |
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0000 xxxxx xxxxxx xxx 000 xxx xxxxxxxxx |
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xx00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx X. Xxxxxxxx and Xxxx Xxx Xxxxxxxx, Co Trustees, Xxxxxxxx Family Trust UA DTD 03/25/88 |
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By: |
/s/Berge K. Xxxxxxxx |
Xxxx Xxx Xxxxxxxx |
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Name: |
Berge K. Xxxxxxxx |
Xxxx Xxx Xxxxxxxx |
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Title: |
Managing Partner |
Managing Partner |
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Address: |
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11150 Santa Xxxxxx Blvd, suite 1200 |
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Los Angeles, Calif 90025 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Beta Operator Fund, LP |
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/s/Xxxxx Xxxxxx |
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Name: |
Xxxxx Xxxxxx |
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Title: |
Director |
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000 Xxxx 00xx Xx Xxxxx 00X |
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Xxx Xxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Blackcomb Advisors LLC |
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/s/Xxxxx Xxxxxxxxxx |
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Name: |
Xxxxx Xxxxxxxxxx |
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Title: |
Mr |
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000 Xxxxxxx Xxx Xxxxx 000 |
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Xxxxxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Breede 2013 FLP LLC |
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/s/ Xxxxxxx Xxxxxx Xxxxxx |
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Xxxxxxx Xxxxxx Xxxxxx |
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member |
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00 xxxx xxxx |
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Xxxxxxxxxx, xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx X Xxxxxxx Trust |
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By: |
/s/ Xxxxx X. Xxxxxxx |
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Name: |
Xxxxx X. Xxxxxxx |
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Title: |
Trustee |
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0000 Xxxxxx Xxxxx Xxxxx |
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Xxx Xxxxx, Xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: PENSCO Trust Company LLC Custodian FBO Xxxxx X. Xxxxxxx XXX |
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/s/ Xxxxx X. Xxxxxxx |
/s/ Xxxxxxx Xxxxxxx |
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Name: |
Xxxxx X. Xxxxxxx |
Xxxxxxx Xxxxxxx |
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Title: |
N/A |
PENSCO Trust Company Authorize Authorized Signatory |
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000 Xxxxxxx Xx |
XX XXX 000000 |
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Xxxxxx Xxxxx, XX 00000 |
Xxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx and Xxxxx Xxxxxxxxx |
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/s/ Xxxxx Xxxxxxxxx |
/s/ Xxxxx Xxxxxxxxx |
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00 Xxxxxx |
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Xxxxxx Xxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxx X. Xxxxx and Xxxxxxx Xxxx (JTWRS) |
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/s/ Xxxx X. Xxxxx |
/s/ Xxxxxxx Xxxx |
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Xxxx X. Xxxxx |
Xxxxxxx Xxxx |
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Title: |
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0000 Xxxxxxxx Xxxxx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxxx X. Xxxxxx |
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/s/ Xxxxxxx X. Xxxxxx |
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c/o Latham & Xxxxxxx LLP |
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00000 Xxxx Xxxxx Xxxxx Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxx Living Trust Dated February 1, 2012 |
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By: |
/s/ Xxxxxxx Xxxxxx |
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Name: |
Xxxxxxx Xxxxxx |
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Title: |
Trustee |
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Address: |
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000 Xxxxxxx Xxxxx |
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Xxxxxxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Cove Partners II |
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By: |
/s/ Xxxxxxx Xxxx |
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Name: |
Xxxxxxx Xxxx |
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Title: |
General Partner |
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Address: |
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0000 Xxxxxx Xxxxx |
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Xx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxxxxxx |
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/s/ Xxxxx Xxxxxxxxx |
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00000 Xxxxxxxxx Xxxxx #0000 |
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Xxx Xxxxx. XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxxxxx |
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/s/ Xxxxx Xxxxxxxx |
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0000 Xxxxxx Xxxx |
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Xxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: XXXXX ISCAR XX XXXXX NIF: 00000000X |
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/s/ Xxxxx |
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XXXXX ISCAR XX XXXXX |
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51411105X |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxxxx |
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/s/ Xxxxx Xxxxxxx |
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00000 XX Xxxxxxx Xxxx Xx |
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Xxxxxxxxxx Xxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx X. Xxxxxx |
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By: |
/s/ Xxxxx X. Xxxxxx |
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Name: |
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Address: |
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0000 Xxxxxxxxx xxxxxx |
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Xxx Xxxxxxxxx xX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx X. Xxxxxxx |
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By: |
/s/ Xxxxx X. Xxxxxxx |
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Name: |
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Title: |
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Address: |
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00000 Xxxxx xx |
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Xxxxx Xxxxxx, xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx Family Trust |
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By: |
/s/ Xxxxx Xxxxx |
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Name: |
Xxxxx Xxxxx |
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Title: |
Owner |
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Address: |
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0000 Xxxxxxx Xx. |
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Xx Xxxxx, xx. 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxx X. Xxxx Trust dated November 26, 1992, |
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Xxxxxx X. Xxxx, Trustor and Trustee |
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By: |
/s/ Xxxxxx Xxxx |
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Name: |
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Title: |
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Address: |
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xxx xxxx |
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trustee |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxx X. Xxxxx Revocable Trust |
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By: |
/s/ Xxxxxx X. Xxxxx |
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Name: |
Xxxxxx X. Xxxxx |
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Title: |
Trustee |
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Address: |
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00000 Xxxxxx Xxxx |
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Xxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Emerald Isle Capital |
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By: |
/s/ Xxxxx X'Xxxxxxxx |
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Name: |
Xxxxx O'Halloranitz |
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Title: |
MD |
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Address: |
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Xxxxx I’ Xxxxxxxx |
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MD |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxx Xxxxx |
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By: |
/s/ Xxxx Xxxxx |
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Name: |
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Title: |
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Address: |
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000 Xxxx Xxxx |
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Xxx Xxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Equity Trust Company Custodian FBO Xxxxx X. Xxxxx XXX |
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By: |
/s/ Xxxxx Xxxxx |
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Name: |
Xxxxx Xxxxx |
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Title: |
Owner |
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Address: |
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0000 Xxxxxxx Xxxxx |
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Xx Xxxxx, Xx. 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxx Family 2002 Trust, U/D/T dated October 16 2002 |
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By: |
/s/ Xxxxx Xxxxxx |
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Name: |
Xxxxx Xxxxxx |
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Title: |
Mr |
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Address: |
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0000 Xxx Xxxxxxxxxxxx |
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Xxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxxxx X. Xxxxx |
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By: |
/s/ Xxxxxxxx X. Xxxxx |
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Name: |
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Title: |
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Address: |
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00 Xxxxx Xxxxx |
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Xxxxxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxxxx-Bioventure Fund I, LP |
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By: |
/s/ Xxxx Xxxxxxxx |
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Name: |
Xxxx Xxxxxxxx |
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Title: |
Managing Partner, Xxxxxxxx Bioventure Fund LP |
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Address: |
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0000 Xxxxxxx Xxxxxxx #000 |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxx Investments, LLC |
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By: |
/s/ Cam X. Xxxxxx |
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Name: |
Cam X. Xxxxxx |
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Title: |
Managing Member |
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Address: |
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X.X.Xxx 000000 |
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Xxxxxx Xxxxx Xx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxxx and Xxxxx Xxxxxx 2009 Revocable Trust dated 2/4/09 |
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By: |
/s/ Xxxxxx Xxxxxx |
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Name: |
Xxxxxx Xxxxxx |
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Title: |
Trustee |
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Address: |
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000 Xxx Xxxxx Xxxxx |
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Xxxxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx Holdings, L.P. |
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By: |
/s/ Xxxxx X. Xxxxx |
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Name: |
Xxxxx X. Xxxxx |
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Title: |
General Partner |
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Address: |
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000 Xxxxxx Xxx XX Xxx 0000 |
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Xxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Growth Ventures, Inc. Xxxx 401K |
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By: |
/s/ Xxxx X. XxXxxx |
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Name: |
Xxxx X. XxXxxx |
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Title: |
Trustee |
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Address: |
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00 Xxx Xxxx Xxxxx |
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Xxxxxxxxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxx BioPharma Ventures, LLC |
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By: |
/s/ Xxxxx X. Xxxx |
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Name: |
Xxxxx X. Xxxx |
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Title: |
Chairman & CEO |
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Address: |
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XX Xxx 0000 |
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Xxxxxx Xxxxx Xx, Xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Hanover-Oncternal, LLC |
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By: |
/s/ Xxxx X. Xxxxxx |
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Name: |
Xxxx X. Xxxxxx |
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Title: |
Xxxx X. Xxxxxx, Managing Member |
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Address: |
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00 Xxxxxxxx Xxxxx |
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Xxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx Haus, LLC |
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By: |
/s/ Xxxxxxx X. Xxxxx III |
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Name: |
Xxxxxxx X. Xxxxx III |
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Title: |
Partner |
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Address: |
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000 Xxxxxxxx xx |
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Xxxxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxx Xxxxxx |
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By: |
/s/ Xxxx Xxxxxx |
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Name: |
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Title: |
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Address: |
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3615 Centenary |
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Xxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
The Xxxxx and Xxxx Xxxxxxxxxx Trust |
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By: |
/s/ Xxxxx Xxxxxxxxxx |
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Name: |
Xxxxx Xxxxxxxxxx |
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Title: |
Trustee |
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Address: |
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0000 Xxxxxxxx Xxxxxx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx X. Xxxxx, Ph.D. |
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By: |
/s/ Xxxxx X. Xxxxx |
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Name: |
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Title: |
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Address: |
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000 Xxxxxxxx Xxxxxx, Xxxxx 000 |
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Xxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx X. Xxxx |
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By: |
/s/ Xxxxx Xxxx |
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Name: |
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Title: |
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Address: |
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0 Xxxxx Xx |
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Xxxxxxxxx X.X. 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Xxxxx Xxxxxxxx 401K Plan |
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By: |
/s/ Xxxxx X. Xxxxxxxx |
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Name: |
Xxxxx X. Xxxxxxxx |
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Title: |
Plan Administrator |
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Address: |
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0000 Xxxxxxxx Xx. |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
Weil Family II, LLC |
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By: |
/s/ Xxxxx Xxxx |
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Name: |
Xxxxx Xxxx |
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Title: |
MANAGING MEMBER |
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Address: |
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0 Xxxxx Xx |
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Xxxxxxxxx X.X.00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: |
J3NS2 Capital, LLC |
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By: |
/s/ Xxxx X. Xxxxxxxxxx |
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Name: |
Xxxx X. Xxxxxxxxxx |
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Title: |
Managing Member |
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Address: |
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00 Xxxxxxxx Xx. |
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Xxxxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxx |
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By: |
/s/Xxxxx Xxxxx |
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Name: |
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Title: |
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Address: |
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0000 Xxxxxx Xxxxxx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Pensco Trust Co Custodian FBO Xxxxx Xxxxx, XXX |
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By: |
/s/Xxxxx Xxxxx |
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Name: |
Xxxxx Xxxxx |
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Title: |
Fbo xxxxx xxxxx |
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Address: |
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0000 Xxxxxx Xxxxxx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxx Xxxx LLC |
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By: |
/s/Xxxxxxx Xxxxxx |
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Name: |
Xxxxxxx Xxxxxx |
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Title: |
owner |
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Address: |
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00 Xxxxxxxxxxx Xxxxxx Xxxxxx Xxxx |
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XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxxxx and Xxxxxxx Xxxxx Living Trust |
||
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By: |
/s/Xxxxxxxx Xxxxx |
/s/Xxxxx Xxxxx |
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Name: |
Xxxxxxx Xxxxxx |
Xxxxx Xxxxx |
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Title: |
Dr. |
Mrs |
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Address: |
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000 Xxxxxxxx xx |
000 Xxxxxxxx Xx |
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Xxxxxxx, XX 00000 |
Xxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: KCK Investors, G.P. |
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By: |
/s/Xxxxxx X. Xxxxxx |
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Name: |
Xxxxxx X. Xxxxxx |
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Title: |
Partner, KCK Investors G.P. |
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Address: |
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00000 Xxxxxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxxx X. Xxxxxxxx Trust |
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By: |
/s/Xxxxxxx |
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Name: |
Xxxxxxx X. Xxxxxxxx |
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Title: |
trustee |
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Address: |
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Xx xxx 00 |
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Xxxxxx Xxxxx Xx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxxx Xxxxxxxxx |
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By: |
/s/Xxxxxxx Xxxxxxxxx |
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Name: |
Xxxxxxx X. Xxxxxxxx |
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Title: |
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Address: |
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xx xxx 000 |
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xxxxxx xxxxx xx xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxxx |
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By: |
/s/Xxxxx Xxxxxx |
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Name: |
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Title: |
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Address: |
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0000 xxxxxxx xxxxx |
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Xxx Xxxxx Xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxxxxxx |
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By: |
/s/Xxxxx Xxxxxxxxx |
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Name: |
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Title: |
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Address: |
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0000 Xxxxxxxx Xxxxx, XX |
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Xxxxxxxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxxx |
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By: |
/s/Xxxxx Xxxxxx |
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Name: |
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Title: |
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Address: |
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0000 Xxxxxxxxxx Xx., #0 |
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Xxx Xxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
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Holder: Make-A-Wish Foundation of America |
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By: |
/s/ Xxxxxxx Xxxxxxxxx |
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Name: |
Xxxxxxx Xxxxxxxxx |
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Title: |
VP, CFO |
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Address: |
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0000 X. Xxxxxxxx Xxx Xxxxx 000 |
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Xxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxx Xxxxxxxxxx Living Trust |
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By: |
/s/ Xxxx X. Xxxxxxxxxx |
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Name: |
Xxxx X. Xxxxxxxxxx |
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Title: |
Individual |
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Address: |
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000 0xx Xxxxxx |
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Xxx Xxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: XXX Services Trust Company CFBO: Xxxx XXX |
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Xxxxxxxx, 462287 |
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By: |
/s/Xxxx Xxxxxxxx |
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Name: |
Xxxx Xxxxxxxx |
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Title: |
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Address: |
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0000 Xxxxxxxxx Xx |
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Xxx Xxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxx X. Xxxxx Revocable Trust |
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By: |
/s/Xxxx X. Xxxxx |
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Name: |
Xxxx X. Xxxxx |
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Title: |
Trustee |
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Address: |
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000 Xxxxxx Xx |
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Xxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
|
Holder: Xxxxxxxx X. Xxxxx Revocable Trust (Dated: |
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|
4/6/2005) |
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By: |
/s/Xxxxxxxx X. Xxxxx |
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Name: |
Xxxxxxxx X. Xxxxx |
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Title: |
K Xxxxx |
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Address: |
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box 8678 |
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|
RSF, Ca. 92067 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
|
Holder: Mesa Verde Venture Partners II, L.P. |
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By: |
/s/Xxxxx Xx |
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Name: |
Xxxxx Xx |
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Title: |
Managing Director |
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Address: |
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0000 Xxxxxxxxx Xxxxxx Xxxxx 000 |
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|
Xx Xxxxx, XX 00000 |
|
Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
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Holder: Xxxxxxx Xxxxxxxx |
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By: |
/s/Xxxxxxx Xxxxxxxx |
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Name: |
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Title: |
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Address: |
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0000 Xxxxxxx Xxxx Xxx |
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XxXxxx, XX |
|
Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
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Holder: Xxxxxxx Xxxxxx |
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By: |
/s/ Xxxxxxx Xxxxxx |
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Name: |
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Title: |
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Address: |
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0000 x Xxxxxxx xxx |
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Xxxxxxxxxx xx 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
|
Holder: Xxxxxxx Xxxx Xxxxxxx TR FBO Xxxxxxx X |
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|
Xxxxxxx Revocable Trust |
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By: |
/s/ Xxxxxxx X. Xxxxxxx |
|
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Name: |
Xxxxxxx X. Xxxxxxx |
|
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Title: |
trustee |
|
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Address: |
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|
0000 X Xx Xxx 00 |
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|
Xxxxxxxxxx Xxxx 00000 |
|
Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
|
Holder: Xxxxxx Xxxxx |
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By: |
/s/ Xxxxxx Xxxxx |
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Name: |
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Title: |
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Address: |
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0000 Xxxxxxx Xxxxx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxxx Xxxxxxxxxx |
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By: |
/s/ PV |
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Name: |
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Address: |
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00 xxx xx x'xxxxxxx 0000 Xxxxxxxxx |
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Xxxxxxx |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxx Xxxx III and Xxxxx Xxxxxxx, Joint Tenants |
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By: |
/s/ Xxxx Xxxx III |
/s/ Xxxxx Xxxxxxx |
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Name: |
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0000 Xxxxxxx Xxxxxxx Xxxxx 000 |
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Xxxxxxxx, XX. 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxxxx |
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By: |
/s/ Xxxxx Xxxxxxx |
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Name: |
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Address: |
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00000 000xx XXx XX |
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Xxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Piccadilly Holdings, LLC |
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By: |
/s/ Xxxxxx X. Xxxxxxxxxxx |
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Name: |
Xxxxxx X. Xxxxxxxxxxx |
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Title: |
Managing Partner |
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Address: |
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000 X. Xxxxxxx Xxxxxx |
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Xxxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxx Family Trust |
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By: |
/s/ Xxxxx Xxxxxx |
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Name: |
Xxxxx Xxxxxx |
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Title: |
Trustee |
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Address: |
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0000 Xxxxx Xxxxxx Xx, XX |
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Xxxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx X. Xxxxxx |
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By: |
/s/ Xxxxx X. Xxxxxx |
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Name: |
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Address: |
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000 X. 00xx Xxxxxx, Xxx. 0 |
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Xxx Xxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxxx Xxxxx Xxxxxx and Xxxxxx X Xxxxxxx |
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JTWROS |
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By: |
/s/ Xxxxxxx Xxxxx Xxxxxx |
/s/ Xxxxxx X Xxxxxxx |
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Name: |
Xxxxxxx Xxxxx Xxxxxx |
Xxxxxx X Xxxxxxx |
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Title: |
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Address: |
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4265 N. pennsylvania |
4265 N. pennsylvania |
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indianapolis, IN. 46205 |
indianapolis, IN. 46205 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Piccadilly Holdings, LLC |
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By: |
/s/ Xxxxxx X. Xxxxxxxxxxx |
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Name: |
Xxxxxx X. Xxxxxxxxxxx |
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Title: |
Managing Partner |
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Address: |
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000 X. Xxxxxxx Xxxxxx |
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Xxxxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxx Xxxxxx |
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By: |
/s/ Xxxx Xxxxxx |
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Name: |
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Title: |
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Address: |
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0000 XXXX XXXXXXX XXXX, XXXX 0000 |
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XXX XXXXX, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxx X. Xxxxxxxxx |
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By: |
/s/ Xxx X. Xxxxxxxxx |
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Name: |
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Title: |
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Address: |
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000 xxxxxxx xx. |
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Xxxxxxxxxx, xxxx |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Re: Align, Inc. Defined Benefit Plan DTD 01-01-15 Xxxxxxxx and Xxxxxxxx Xxxx, Trustees |
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By: |
/s/ Xxxxxxxx X. Xxxx |
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Name: |
Xxxxxxxx X. Xxxx |
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Title: |
Trustee |
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Address: |
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0000 Xxxx Xxxxxx |
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Xxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: The Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx Trust, U.T.D. April 4, 2008 |
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By: |
/s/ Xxxxxxx X. Xxxxxxx |
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Name: |
Xxxxxxx X. Xxxxxxx |
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Title: |
Trustee |
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Address: |
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0000 Xxxxxxxx Xxxxxxx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxxx X. Xxxxxx |
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By: |
/s/ Xxxxxx X. Xxxxxx |
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Name: |
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Title: |
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Address: |
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0000 Xxxxxxxxxx Xx |
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Xxxxxx XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Ventures, LLC |
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By: |
/s/ Xxxxxxxx Xxxxx, Ph.D. |
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Name: |
Xxxxxxxx Xxxxx, Ph.D. |
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Title: |
Manager |
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Address: |
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0000 Xxxxxxxx Xxx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: Xxxxx Xxxxx Xxxxxx |
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By: |
/s/ Xxxxx Xxxxx Xxxxxx |
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Name: |
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Title: |
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Address: |
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0000 Xxxxxx Xxxxx |
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Xx Xxxxxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
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Holder: Xxxxx X. Xxxxx |
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By: |
/s/ Xxxxx X. Xxxxx |
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Name: |
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Title: |
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Address: |
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00000 Xxxx Xxxxx Xx |
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Xxx Xxxxx, XX 00000 |
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Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
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Holder: SDL Ventures, LLC |
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By: |
/s/ Xxxxxx X. Xxxxxxx |
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Name: |
Xxxxxx X. Xxxxxxx |
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Title: |
Managing Director |
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Address: |
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0000 Xx Xxxxxx Xxxx, Xxxxx 000 |
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Xxx Xxxxx, Xx 00000 |
|
Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed by its duly authorized representatives.
|
|
Holder: Xxxxxxx X. Xxxxxxxxx, Trustee |
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By: |
/s/ Xxxxxxx X. Xxxxxxxxx |
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Name: |
Xxxxxxx X. Xxxxxxxxx |
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Title: |
trustee |
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Address: |
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0000 Xxxxxxxx Xxx X |
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Xxxxxxx Xxxxx, XX 00000 |
|
Holder Signature Page to Amendment to Warrants to Purchase Shares of Series B-2 Preferred Stock
Outstanding Warrants to be Amended
|
Warrant Holder |
Shares Warrants |
Issuance |
|
600 Mile Challenge Fund 1, LLC |
83,907 |
9/12/2017 |
|
Xxxxxxxxx Xxxxx |
3,834 |
9/12/2017 |
|
Alexandria Venture Investments, LLC |
333,333 |
12/4/2017 |
|
Xxxx Life Sciences LLC |
26,077 |
9/12/2017 |
|
Xxxxxx Xxxxxx |
3,834 |
9/12/2017 |
|
Xxxxxx Xxxxx Xxxxx |
1,380 |
9/12/2017 |
|
Xxxxxxxx Xxxxxxxxxx |
16,666 |
9/12/2017 |
|
Xxxxx X. Xxxxxxxx and Xxxx Xxx Xxxxxxxx, Co Trustees, Xxxxxxxx Family Trust UA DTD 03/25/88 |
27,611 |
9/12/2017 |
|
Beta Operator Fund, LP |
38,349 |
9/12/2017 |
|
Blackcomb Advisors LLC |
16,666 |
12/6/2017 |
|
Braydore Partners |
7,669 |
9/12/2017 |
|
Breede 2013 FLP LLC |
16,666 |
12/18/2017 |
|
Breede 2013 FLP LLC |
11,504 |
9/12/2017 |
|
Xxxxx X Xxxxxxx Trust |
16,666 |
9/12/2017 |
|
Xxxxx and Xxxxx Xxxxxxxxx |
16,666 |
11/6/2017 |
|
Cam Xxxxxxxxx |
16,666 |
9/12/2017 |
|
Xxxx X. Xxxxx and Xxxxxxx Xxxx (JTWRS) |
25,000 |
9/12/2017 |
|
Xxxx X. Xxxxxx & Xxxxxxxx X. Xxxxxx |
3,000 |
9/12/2017 |
|
Xxxxxxx X. Xxxxxx |
7,363 |
9/12/2017 |
|
Xxxxxxxxxxx X. Xxxxxx and Xxxxxxx X. Xxxxxx Family Trust U.T.D. September 20, 2002 |
8,333 |
9/12/2017 |
|
Xxxxxx Living Trust Dated February 1, 2012 |
5,752 |
11/7/2017 |
|
Cove Partners II |
24,997 |
9/12/2017 |
|
Xxxxx Xxxxxxxxx |
3,834 |
9/12/2017 |
|
Xxxxx Xxxxxxxx |
3,834 |
9/12/2017 |
|
Xxxxx Xxxx |
16,666 |
9/12/2017 |
|
XXXXX ISCAR XX XXXXX NIF: 00000000X |
8,333 |
9/12/2017 |
|
Xxxxx Xxxxxxx |
23,570 |
9/12/2017 |
|
Xxxxx X. Xxxxxx |
7,669 |
9/12/2017 |
|
Xxxxx X. Xxxxxxx |
3,834 |
9/12/2017 |
|
Xxxxx Family Trust |
8,333 |
9/12/2017 |
|
Xxxxxx X. Xxxx Trust dated November 26, 1992, Xxxxxx X. Xxxx, Trustor and Trustee |
3,834 |
9/12/2017 |
|
Xxxxxx X. Xxxxx Revocable Trust |
16,666 |
9/12/2017 |
|
Emerald Isle Capital |
33,333 |
9/12/2017 |
|
Equity Trust Company Custodian FBO Xxxxx X. Xxxxx XXX |
13,805 |
9/12/2017 |
|
Xxxx Xxxxx |
12,832 |
9/12/2017 |
|
Xxxxxx Family 2002 Trust, U/D/T dated October 16 2002 |
1,917 |
9/12/2017 |
|
Xxxxxxxx X. Xxxxx |
3,834 |
9/12/2017 |
|
Xxxxxxxx-Bioventure Fund I, LP |
33,333 |
9/12/2017 |
|
Xxxxxx Investments, LLC |
35,281 |
9/12/2017 |
|
Xxxxxx and Xxxxx Xxxxxx 2009 Revocable Trust dated 2/4/09 |
3,834 |
9/12/2017 |
|
Xxxxxx Family Trust |
13,621 |
9/12/2017 |
|
Xxxxx Holdings, L.P. |
44,485 |
9/12/2017 |
|
Growth Ventures, Inc. Xxxx 401K |
7,669 |
9/12/2017 |
|
Xxxx BioPharma Ventures, LLC |
44,869 |
9/12/2017 |
|
Hanover-Oncternal, LLC |
68,107 |
9/12/2017 |
|
Xxxxx Haus, LLC |
33,333 |
11/21/2017 |
|
XXX Services Trust Company CFBO: Xxxx Xxxxxxxx, XXX 462287 |
13,333 |
9/12/2017 |
|
XXX Services Trust Company FBO Xxxx Xxxxxx XXX 000000 |
1,333 |
9/12/2017 |
US-DOCS\106228335.5
|
Warrant Holder |
Shares Warrants |
Issuance |
|
1,358 |
9/12/2017 |
|
|
J3NS2 Capital, LLC |
50,000 |
12/13/2017 |
|
J3NS2 Capital, LLC |
25,000 |
9/12/2017 |
|
Xxxx Xxxxxx |
16,666 |
12/12/2017 |
|
Xxxxx X. Xxxx |
26,844 |
9/12/2017 |
|
Xxxxx X. Xxxxx, Ph.D. |
25,000 |
9/12/2017 |
|
Xxxxx Xxxxxxxx 401K Plan |
3,834 |
9/12/2017 |
|
Xxxxx Xxxxx |
7,833 |
9/12/2017 |
|
Xxxxxxx X. Xxxx and Xxx X. Xxxx, Trustees, Xxxx Family Trust dated October 3, 2013 |
10,000 |
9/12/2017 |
|
Xxxxxxx X. Xxxx and Xxx X. Xxxx, Trustees, Xxxx Family Trust dated October 3, 2013 |
8,333 |
12/11/2017 |
|
Xxxx Xxxx LLC |
11,467 |
9/12/2017 |
|
Xxxxxxxx and Xxxxxxx Xxxxx Living Trust |
3,834 |
9/12/2017 |
|
KCK Investors, G.P. |
8,333 |
9/12/2017 |
|
Xxxxxxx X. Xxxxxxxx Trust |
7,669 |
9/12/2017 |
|
Xxxxxxx Xxxxxxxxx |
18,407 |
9/12/2017 |
|
Xxxxx Xxxxxx |
25,002 |
9/12/2017 |
|
Xxxxx Xxxxxxxxx |
1,917 |
9/12/2017 |
|
Xxxxx Xxxxxx |
16,666 |
12/11/2017 |
|
Xxxxx X. Xxxx and Xxxxx X. Xxxx, Trustees of The Xxxx Family Trust Dated July 21, 2014 |
1,917 |
9/12/2017 |
|
MagnaSci Co-Investments, L.L.C. |
748,334 |
9/12/2017 |
|
MagnaSci Fund II, L.P. |
366,666 |
12/30/2017 |
|
MagnaSci Fund, L.P. |
918,333 |
9/12/2017 |
|
MagnaSci Fund, L.P. |
500,000 |
9/12/2017 |
|
Make-A-Wish Foundation of America |
8,333 |
9/12/2017 |
|
Xxxx X. Xxxxx Revocable Trust |
50,000 |
12/8/2017 |
|
Xxxx X. Xxxxx Revocable Trust |
16,666 |
9/12/2017 |
|
Xxxx Xxxxxxxxxx Living Trust |
5,000 |
9/12/2017 |
|
Xxxxxxxx X. Xxxxx Revocable Trust (Dated: 4/6/2005) |
16,666 |
9/12/2017 |
|
Mesa Verde Venture Partners II, L.P. |
33,333 |
9/12/2017 |
|
Xxxxxxx Xxxxxxxx |
1,725 |
9/12/2017 |
|
Xxxxxxx Xxxxxx |
10,000 |
9/12/2017 |
|
Xxxxxxx Xxxxxx |
8,333 |
12/11/2017 |
|
Xxxxxxx Xxxx Xxxxxxx TR FBO Xxxxxxx X Xxxxxxx Revocable Trust |
5,752 |
9/12/2017 |
|
Xxxxxxxxx Xxxxx |
2,531 |
9/12/2017 |
|
Xxxxxx Xxxxx |
6,667 |
9/12/2017 |
|
Xxxxxxx Xxxxxxxxxx |
5,333 |
9/12/2017 |
|
Xxxx Xxxx III and Xxxxx Xxxxxxx, Joint Tenants |
6,903 |
9/12/2017 |
|
Pensco Trust Co Custodian FBO Xxxxx Xxxxx, XXX |
8,332 |
9/12/2017 |
|
PENSCO Trust Company LLC Custodian FBO Xxxxx X. Xxxxxxx XXX |
33,333 |
9/12/2017 |
|
Xxxxx Xxxxxxx |
6,810 |
9/12/2017 |
|
Xxxxx X. Xxxxxx |
5,862 |
9/12/2017 |
|
Xxxxxxx Xxxxx Xxxxxx and Xxxxxx X Xxxxxxx JTWROS |
38,140 |
9/12/2017 |
|
Piccadilly Holdings, LLC |
7,669 |
9/12/2017 |
|
Polar Circus LLC |
83,333 |
9/12/2017 |
|
Xxxx Xxxxxx |
7,669 |
9/12/2017 |
|
Xxx X. Xxxxxxxxx |
1,917 |
9/12/2017 |
|
Re: Align, Inc. Defined Benefit Plan DTD 01-01-15 Xxxxxxxx and Xxxxxxxx Xxxx, Trustees |
1,957 |
9/12/2017 |
|
Revolutions Advisors Defined Benefit Plan DTD 1/1/2011 |
100,000 |
12/15/2017 |
|
Xxxxxx X. Xxxxxx |
33,333 |
9/12/2017 |
|
Xxxxx Ventures, LLC |
19,174 |
9/12/2017 |
|
Xxxxx X. Xxxxx |
5,522 |
9/12/2017 |
|
Xxxxx Xxxxx Xxxxxx |
25,000 |
9/12/2017 |
|
SDL Ventures |
19,174 |
9/12/2017 |
US-DOCS\106228335.5
|
Warrant Holder |
Shares Warrants |
Issuance |
|
14,878 |
11/17/2017 |
|
|
Xxxx Xxxxxxxxx |
1,999 |
9/12/2017 |
|
Xxxxxxx X. Xxxxxxxxx, Trustee |
5,752 |
9/12/2017 |
|
Xxxxxx Xxxxxx |
2,684 |
9/12/2017 |
|
Xxxxxx Xxx |
8,333 |
12/13/2017 |
|
Xxxxx-OT Investment, LLC |
16,666 |
9/12/2017 |
|
The Xxxxxx Family Trust |
9,203 |
9/12/2017 |
|
The Xxxxx and Xxxx Xxxxxxxxxx Trust |
10,000 |
9/12/2017 |
|
The Xxxxxx Xxxx Fahmi and Xxxxx Xxxxxxxxx Xxxxx Living Trust Dated August 17, 2016 |
66,666 |
9/12/2017 |
|
The Xxxxxx Xxxx Fahmi and Xxxxx Xxxxxxxxx Xxxxx Living Trust Dated August 17, 2016 |
66,666 |
12/5/2017 |
|
The Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx Trust, U.T.D. April 4, 2008 |
3,834 |
9/12/2017 |
|
The Sunroad 2011 Trust |
36,815 |
9/12/2017 |
|
The Weeks Family Trust |
8,333 |
9/12/2017 |
|
Xxxxxxx X. Xxxxxxxxxx and Xxxxxxx X. Xxxxxxxxxx as Trustees of the Xxxxxxxxxx Family Revocable Trust UA Dated May 23, 1984 |
27,611 |
9/12/2017 |
|
TKMB LLC |
25,000 |
9/12/2017 |
|
TNKRGK Family Trust dated 12/23/76, Trustees Xxxxxx X. Xxxxxx and Xxxxxx X. Xxxxxx, Trustee |
16,666 |
9/12/2017 |
|
Xxx Xxxx |
20,831 |
9/12/2017 |
|
Xxxxxxx Xxxxx |
10,666 |
9/12/2017 |
|
Xxxxxx Family Investments, LLC |
8,333 |
9/12/2017 |
|
Xxxxxx 2012 Trust |
76,699 |
9/12/2017 |
|
VP Company Investments 2016, LLC |
12,885 |
9/12/2017 |
|
Weil Family II, LLC |
3,834 |
9/12/2017 |
|
Xxxxxxxxx Family Trust |
16,666 |
9/12/2017 |
|
Xxxxxx Trust dated 2/27/04 |
5,752 |
9/12/2017 |
|
Xxxxxxx X. and Xxxxx X. XxXxx Family Trust Dated November 4, 1991 |
3,834 |
9/12/2017 |
|
WS Investment Company, LLC (2017A) |
13,621 |
9/12/2017 |
|
Xxxxxxxx Ventures, LLC |
19,174 |
9/12/2017 |
US-DOCS\106228335.5
