Alzheon, Inc. [•] Shares Common Stock ($0.001 par value) Underwriting AgreementAlzheon, Inc. • March 16th, 2018 • Pharmaceutical preparations • New York
Alzheon, Inc., a corporation organized under the laws of Delaware (the “Issuer”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc. and Piper Jaffray & Co. (the “Representatives”) are acting as representatives, [•] shares of common stock, $0.001 par value per share (“Common Stock”) of the Issuer (said shares to be issued and sold by the Issuer being hereinafter called the “Underwritten Securities”). The Issuer also proposes to grant to the Underwriters an option to purchase up to [•] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities;” the Option Securities, together with the Underwritten Securities, hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the s
ContractLicense Agreement • March 16th, 2018 • Alzheon, Inc. • Pharmaceutical preparations • New York
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
LEASE AGREEMENT between and ALZHEON, INC., as Tenant Framingham, Massachusetts December 29, 2014Lease Agreement • March 16th, 2018 • Alzheon, Inc. • Pharmaceutical preparations • Massachusetts
This Lease Agreement (“Lease”) is made and entered into as of December 29, 2014, by and between 111 MPA LLC, a Delaware limited liability company with its principal place of business at c/o Marcus Partners, Inc., 260 Franklin Street, Suite 620, Boston, Massachusetts 02110 (the “Landlord”) and ALZHEON, INC., a Delaware corporation with its principal place of business at 11 Speen Street, Framingham, Massachusetts 01701 (the “Tenant”).
ALZHEON, INC. AMENDED AND RESTATED STOCKHOLDERS AGREEMENTAdoption Agreement • March 16th, 2018 • Alzheon, Inc. • Pharmaceutical preparations • Delaware
This AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”), is made as of May 25, 2017, by and among Alzheon, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto (together with any subsequent investors or transferees, who become parties hereto as “Investors” pursuant to Subsections 9.9(a) or 9.12 below, the “Investors”), and those certain stockholders of the Company listed on Schedule B (together with any subsequent stockholders or transferees, who become parties hereto as “Key Holders” pursuant to Subsection 9.9(b) or 9.12 below, the “Key Holders,” and together collectively with the Investors, the “Stockholders”).
