AKOUSTIS TECHNOLOGIES, INC. AKOUSTIS, INC. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of June 9, 2022 6.0% CONVERTIBLE SENIOR NOTES DUE 2027Indenture • June 10th, 2022 • Akoustis Technologies, Inc. • Telephone & telegraph apparatus • New York
INDENTURE dated as of June 9, 2022, by and among Akoustis Technologies, Inc., a Delaware corporation (including any successors or assigns), the Guarantor (as defined below), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 10th, 2022 • Akoustis Technologies, Inc. • Telephone & telegraph apparatus • New York
Akoustis Technologies, Inc., a Delaware corporation (the “Company”) proposes to issue and sell to the Purchasers, upon the terms set forth in the Purchase Agreement (as hereinafter defined) $44,000,000 in aggregate principal amount of the Company’s 6.0% Convertible Senior Notes due 2027 (the “Notes”), and the Guarantor (as hereinafter defined) propose to issue and sell to the Purchasers the Guarantee (as hereinafter defined and, together with the Notes, the “Securities”). The Notes will be guaranteed (the “Guarantee”) by Akoustis, Inc. (the “Guarantor”). The Securities will be convertible into shares of common stock of the Company, par value $0.001 per share (the “Common Stock”), subject to certain limitations as set forth in the Indenture (as defined herein). The Securities will be issued pursuant to an Indenture, dated as of June 9, 2022 (as amended and supplemented from time to time in accordance with its terms, the “Indenture”), among the Company, the Guarantor and The Bank of New
