UNDERWRITING AGREEMENTUnderwriting Agreement • April 23rd, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • New York
Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Goldman Sachs & Co. LLC (“Goldman Sachs”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch and Goldman Sachs are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of [·] additional shares of Common Stock. The afo
INSPIRE MEDICAL SYSTEMS, INC. 2018 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • April 23rd, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), pursuant to its 2018 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) an option to purchase the number of Shares set forth below (the “Option”). The Option is subject to the terms and conditions set forth in this Stock Option Grant Notice (the “Grant Notice”), the Stock Option Agreement attached hereto as Exhibit A (the “Agreement”) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 23rd, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Minnesota
This AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of April 9, 2018 (the “Effective Date”), by and between Inspire Medical Systems, Inc. (“Inspire” or the “Company”), a Delaware corporation, and Steven Jandrich (“Executive”).
AMENDMENT NO. 1 TO THE FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 23rd, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
This Amendment No. 1 to the Fifth Amended and Restated Investor Rights Agreement (this “Amendment”) is entered into as of April 20, 2018 by and among Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), and certain stockholders of the Company party to the Investor Rights Agreement (as defined below) (collectively, the “Investors”). Capitalized terms used and not defined herein shall have the meaning set forth in the Investor Rights Agreement.
