24,900,000 Shares of Common Stock and Series A Warrants to Purchase up to 24,900,000 Shares of Common Stock Series B Warrants to Purchase up to 18,675,000 Shares of Common Stock TransEnterix, Inc. Common Stock UNDERWRITING AGREEMENT April 28, 2017Underwriting Agreement • April 28th, 2017 • Transenterix Inc. • Surgical & medical instruments & apparatus • New York
obligations upon exercise or vesting of stock options or equity awards, (iii) transfers of Restricted Securities or any security convertible into or exercisable for Restricted Securities to an immediate family member or a trust for the benefit of the undersigned or an immediate family member or to any corporation, partnership, limited liability company or other entity all of the beneficial ownership interests of which are held exclusively by the undersigned and/or one or more family members of the undersigned in a transaction not involving a disposition for value, (iv) transfers of Restricted Securities or any security convertible into or exercisable for Restricted Securities upon death by will or intestate succession, (v) the exercise of any option, warrant or other right to acquire Restricted Securities, the settlement of any stock-settled stock appreciation rights, restricted stock or restricted stock units or the conversion of any convertible security into Restricted Securities, (v
