KYVERNA THERAPEUTICS, INC. [ ] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • February 1st, 2024 • Kyverna Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Kyverna Therapeutics, 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 representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value $0.00001 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] shares of Common Stock (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 herein as the “Stock”.
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification Agreement • February 1st, 2024 • Kyverna Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This INDEMNIFICATION AND ADVANCEMENT AGREEMENT (this “Agreement”) is made as of [ ], 20[ ] by and between Kyverna Therapeutics, Inc., a Delaware corporation (the “Company”), and [ ], [a member of the Board of Directors/an officer/an employee] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering indemnification and advancement of expenses[, including that certain Indemnification Agreement, dated as of [ ], 20[ ], by and between the Company and Indemnitee (the “Prior Agreement”)].
