Zymeworks Inc. 4,924,729 Common Shares and Pre-Funded Warrants to Purchase 1,075,271 Common Shares Underwriting AgreementUnderwriting Agreement • January 24th, 2020 • Zymeworks Inc. • Pharmaceutical preparations • New York
Zymeworks Inc., a corporation continued under the Business Corporations Act (British Columbia) (the “Company”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, (i) the number of common shares, without par value, of the Company set forth in Schedule I hereto (the “Common Shares”) and (ii) pre-funded warrants to purchase the number of common shares of the Company set forth in Schedule I hereto, in the form attached hereto as Exhibit D (the “Warrants”) (said Common Shares and Warrants to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional common shares set forth in Schedule I solely to cover over-allotments, if any (the “Option Securities”). The common shares of the Company issuable upon exercise of the Warrants are herei
