DIANTHUS THERAPEUTICS, INC. FORM OF DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • September 12th, 2023 • Dianthus Therapeutics, Inc. /DE/ • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Dianthus Therapeutics, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
DIANTHUS THERAPEUTICS, INC. FORM OF OFFICER INDEMNIFICATION AGREEMENTOfficer Indemnification Agreement • September 12th, 2023 • Dianthus Therapeutics, Inc. /DE/ • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Dianthus Therapeutics, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”).1
CONTINGENT VALUE RIGHTS AGREEMENTContingent Value Rights Agreement • September 12th, 2023 • Dianthus Therapeutics, Inc. /DE/ • Pharmaceutical preparations • Delaware
THIS CONTINGENT VALUE RIGHTS AGREEMENT (this “Agreement”), dated as of September 11, 2023, is entered into by and among Magenta Therapeutics, Inc., a Delaware corporation (the “Company”) and Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (collectively, as “Rights Agent”).
SEPTEMBER 11, 2023Offer Letter • September 12th, 2023 • Dianthus Therapeutics, Inc. /DE/ • Pharmaceutical preparations
By way of this letter, Section 5 of your Offer Letter dated October 31, 2021 (the “Offer Letter”) by and between you and Dianthus Therapeutics OpCo, Inc. (f/k/a Dianthus Therapeutics, Inc.) (the “Company”) is hereby amended to and restated in its entirety to read as follows:
SEPTEMBER 11, 2023Severance Letter and Offer Letter Amendment • September 12th, 2023 • Dianthus Therapeutics, Inc. /DE/ • Pharmaceutical preparations
By way of this letter, your Severance Letter Agreement dated April 3, 2023 (the “Severance Letter”) by and between you and Dianthus Therapeutics OpCo, Inc. (f/k/a Dianthus Therapeutics, Inc.) (the “Company”) is hereby terminated, and Section 5 of your Offer Letter dated January 20, 2022 (the “Offer Letter”) by and between you and the Company is hereby amended to and restated in its entirety to read as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 12th, 2023 • Dianthus Therapeutics, Inc. /DE/ • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 11, 2023, among Dianthus Therapeutics, Inc., a Delaware corporation, Magenta Therapeutics, Inc. (“Magenta”), a Delaware corporation, and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
