0001104659-20-082791 Sample Contracts

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • July 10th, 2020 • Therapeutics Acquisition Corp. • Blank checks • New York

This Investment Management Trust Agreement (this “Agreement”) is made effective as of July 7, 2020 by and between Therapeutics Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

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REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT
Registration and Stockholder Rights Agreement • July 10th, 2020 • Therapeutics Acquisition Corp. • Blank checks • New York

THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of July 7, 2020, is made and entered into by and among Therapeutics Acquisition Corp., a Delaware corporation (the “Company”), Therapeutics Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).

Therapeutics Acquisition Corp.
Letter Agreement • July 10th, 2020 • Therapeutics Acquisition Corp. • Blank checks

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Therapeutics Acquisition Corp., a Delaware corporation (the “Company”), and Jefferies LLC as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 13,570,000 shares (the “Offering Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”). The Offering Shares will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”) and the Company has applied to have the Shares listed on the Nasdaq Capital Market. Certain capitalized terms used herein are defined in paragraph 11 hereof.

PRIVATE PLACEMENT CLASS A COMMON STOCK PURCHASE AGREEMENT
Private Placement Class a Common Stock Purchase Agreement • July 10th, 2020 • Therapeutics Acquisition Corp. • Blank checks • New York

THIS PRIVATE PLACEMENT CLASS A COMMON STOCK PURCHASE AGREEMENT, dated as of July 6, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Therapeutics Acquisition Corp., a Delaware corporation (the “Company”), and Therapeutics Acquisition Holdings LLC, a Delaware limited liability company (the “Purchaser”).

UNDERWRITING AGREEMENT
Underwriting Agreement • July 10th, 2020 • Therapeutics Acquisition Corp. • Blank checks • New York

Introductory. Therapeutics Acquisition Corp., a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 11,800,000 shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”). The 11,800,000 Shares to be sold by the Company are called the “Firm Securities.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 1,770,000 Shares as provided in Section 2. The additional 1,770,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” Jefferies LLC (“Jefferies”) has agreed to act as representative of the several Underwriter

PRIVATE PLACEMENT CLASS A COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • July 10th, 2020 • Therapeutics Acquisition Corp. • Blank checks • New York

THIS PRIVATE PLACEMENT CLASS A COMMON STOCK PURCHASE AGREEMENT, dated as of July 8, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Therapeutics Acquisition Corp., a Delaware corporation (the “Company”), and Therapeutics Acquisition Holdings LLC, a Delaware limited liability company (the “Purchaser”).

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