PARDES BIOSCIENCES, INC. OFFICER INDEMNIFICATION AGREEMENTOfficer Indemnification Agreement • December 30th, 2021 • Pardes Biosciences, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of [________________] by and between Pardes Biosciences, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”).1
PARDES BIOSCIENCES, INC. DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • December 30th, 2021 • Pardes Biosciences, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of [________________] by and between Pardes Biosciences, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
December 23, 2020 Uri A. Lopatin, M.D. Dear Uri:Pardes Biosciences, Inc. • December 30th, 2021 • Pharmaceutical preparations • California
Pardes Biosciences, Inc, a Delaware corporation (the “Company”), is pleased to amend and restate the terms of your employment with the Company pursuant to the terms of this Amended and Restated Executive Offer Letter (the “Agreement”). This Agreement amends and restates the terms of that certain offer letter dated April 27, 2020 by and between you and the Company.
ASSUMED INCENTIVE STOCK OPTION AGREEMENT UNDER THE PARDES BIOSCIENCES, INC.Restricted Stock Unit Award Agreement • December 30th, 2021 • Pardes Biosciences, Inc. • Pharmaceutical preparations
Reference is made to that certain Agreement and Plan of Merger dated June 29, 2021, as amended as of November 7, 2021 (the “Merger Agreement”), by and among the Pardes Biosciences, Inc., f/k/a FS Development Corp. II, (the “Company”), Pardes Biosciences, Inc., Orchard Merger Sub, Inc. and Shareholder Representative Services LLC, as Stockholders’ Representative. This incentive stock option agreement evidences the incentive stock option award granted to Optionee (the “Assumed Option”) under the Pardes Biosciences, Inc. 2020 Stock Plan (the “2020 Plan”). Pursuant to Section 3.1(b) of the Merger Agreement, the Assumed Option was assumed by the Company as of the Effective Time (as defined in the Merger Agreement) and continues in full force and effect under the Pardes Biosciences, Inc. 2021 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”). Subject to difference between the Plan and the 2020 Plan, which are not deemed material or adverse to Optionee, the Assume
PARDES BIOSCIENCES, INC AMENDMENT NO. 1 TO EXECUTIVE OFFER LETTERPardes Biosciences, Inc. • December 30th, 2021 • Pharmaceutical preparations
This Amendment No. 1 (the “Amendment”) dated as of December 23, 2020 to the Executive Offer Letter (the “Original Agreement”) dated September 21, 2020, is by and between Pardes Biosciences, Inc, a Delaware corporation (the “Company”), and Brian P. Kearney, PharmD (“Employee”). All capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Original Agreement.
VOTING AGREEMENTVoting Agreement • December 30th, 2021 • Pardes Biosciences, Inc. • Pharmaceutical preparations • Delaware
This VOTING AGREEMENT (this “Agreement”) is dated as of December 23, 2021 and is by and among FS Development Holdings II, LLC, a Delaware limited liability company (“Sponsor”), Pardes Biosciences, Inc. (f/k/a FS Development Corp. II), a Delaware corporation (the “Company”), and each of the individuals and entities executing a counterpart signature page to this Agreement (each, a “Voting Party”, and, collectively, the “Voting Parties”).
LOCK-UP AGREEMENTLock-Up Agreement • December 30th, 2021 • Pardes Biosciences, Inc. • Pharmaceutical preparations • Delaware
This LOCK-UP AGREEMENT (this “Agreement”) is dated as of December 23, 2021 and is between Pardes Biosciences, Inc. (f/k/a FS Development Corp. II), a Delaware corporation (“PubCo”), and each of the stockholder parties identified on Exhibit A hereto (collectively, the “Stockholder Parties”).
