ARCELLX, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • January 14th, 2022 • Arcellx, Inc. • Biological products, (no disgnostic substances) • Maryland
This Change in Control and Severance Agreement (the “Agreement”) is made between Arcellx, Inc. (the “Company”) and [____________] (the “Executive”), effective as of the date of the first sale of common equity securities of the Company to the general public upon the closing of an underwritten public offering (1) pursuant to an effective registration statement filed pursuant to Section 12(b) of the U.S. Securities Exchange Act of 1934, as amended, and (2) immediately after which such securities are registered on a national securities exchange (as defined under then-applicable United States federal securities laws and regulations) (the “Effective Date”).
TRANSITION AGREEMENT AND RELEASETransition Agreement and Release • January 14th, 2022 • Arcellx, Inc. • Biological products, (no disgnostic substances) • Maryland
This Transition Agreement and Release (“Agreement”) is made by and between David M. Hilbert, Ph.D. (“Employee”) and Arcellx, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).
CONSULTING AGREEMENTConsulting Agreement • January 14th, 2022 • Arcellx, Inc. • Biological products, (no disgnostic substances) • Delaware
This Consulting Agreement (the “Agreement”) is made effective as of January 7, 2022 (the “Effective Date”), by and between Arcellx, Inc., a Delaware corporation, with its principal offices located at 25 West Watkins Mill Road, Suite A, Gaithersburg, MD 20878 (the “Company”) and Danforth Advisors, LLC, a Massachusetts limited liability company, with its principal place of business being 91 Middle Road, Southborough, MA 01772 (“Danforth”). The Company and Danforth are herein sometimes referred to individually as a “Party” and collectively as the “Parties.”
ARCELLX, INC.Restricted Stock Unit Award Agreement • January 14th, 2022 • Arcellx, Inc. • Biological products, (no disgnostic substances) • Delaware
Unless otherwise defined herein, the terms defined in the 2017 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Amended and Restated Restricted Stock Unit Award Agreement (the “Award Agreement”). The Award Agreement amends and restates the Restricted Stock Unit Award Agreement, dated June 9, 2021, in all respects and is effecticve as of December 7, 2021.
