Nuvalent, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • July 26th, 2021 • Nuvalent, Inc. • Pharmaceutical preparations • New York
Nuvalent, Inc. a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of [●] shares (the “Underwritten Shares”) of common stock, par value $0.0001 per share (the “Class A common stock”), of the Company or, to the extent shares are purchased by entities affiliated with Deerfield Healthcare Innovations Fund, L.P. or Deerfield Private Design Fund IV, L.P., Class B common stock, $0.001 par value per share (the “Class B common stock” and, together with the Class A common stock, the “Common Stock”) and, at the option of the Underwriters, up to an additional [●] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to
