FORM OF PARENT STOCKHOLDER SUPPORT AGREEMENT TUHURA BIOSCIENCES, INC.Parent Stockholder Support Agreement • December 12th, 2024 • Kineta, Inc./De • Pharmaceutical preparations • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), dated as of December 11, 2024, is made by and among TuHURA Biosciences, Inc., a Nevada corporation (“Parent”), Kineta, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of Parent.
FORM OF COMPANY STOCKHOLDER SUPPORT AGREEMENT KINETA, INC.Company Stockholder Support Agreement • December 12th, 2024 • Kineta, Inc./De • Pharmaceutical preparations • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), dated as of December 11, 2024, is made by and among TuHURA Biosciences, Inc., a Nevada corporation (“Parent”), Kineta, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of the Company.
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • December 12th, 2024 • Kineta, Inc./De • Pharmaceutical preparations
The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that TuHURA Biosciences, Inc., a Nevada corporation (“Parent”), has entered into an Agreement and Plan of Merger, dated as of December 11, 2024 (as the same may be amended from time to time, the “Merger Agreement”) with Hura Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, Hura Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent, Kineta, Inc., a Delaware corporation (the “Company”), and certain other parties thereto. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement. The terms of this Agreement shall apply to one-third (1/3) of the shares of Parent Common Stock received as Initial Share Consideration pursuant to the Merger Agreement or any securities convertible into or exercisable or exchangeable for shares of Parent Common Stock
AGREEMENT AND PLAN OF MERGER among TUHURA BIOSCIENCES, INC., HURA MERGER SUB I, INC. HURA MERGER SUB II, LLC KINETA, INC. and CRAIG PHILIPS, solely in his capacity as STOCKHOLDERS REPRESENTATIVE Dated as of December 11, 2024Merger Agreement • December 12th, 2024 • Kineta, Inc./De • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER (hereinafter to referred to as this “Agreement”), dated as of December 11, 2024, is made by and among TuHURA Biosciences, Inc., a Nevada corporation (“Parent”), Hura Merger Sub I, Inc., a Delaware corporation and a direct wholly-owned Subsidiary of Parent (“Merger Sub I”), Hura Merger Sub II, LLC, a Delaware limited liability company and direct wholly-owned subsidiary of Parent (“Merger Sub II”, and together with Merger Sub I, the “Merger Subs”), Kineta, Inc., a Delaware corporation (the “Company”) and Craig Philips, solely in his capacity as the representative, agent and attorney-in-fact of the stockholders of the Company (the “Stockholders Representative”), but solely with respect to the provisions expressly applicable to the Stockholders Representative as set forth herein.
CLINICAL TRIAL FUNDING AGREEMENTClinical Trial Funding Agreement • December 12th, 2024 • Kineta, Inc./De • Pharmaceutical preparations • Delaware
This Clinical Trial Funding Agreement (this “Agreement”) is made as of December 11, 2024 (the “Effective Date”), by and between TuHURA Biosciences, Inc., a Nevada corporation (“Lender”), and Kineta, Inc., a Delaware corporation (“Borrower”).
