REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 22nd, 2024 • LENZ Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of March 21, 2024, by and among Graphite Bio, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), and the several investors signatory hereto (each, an “Investor” and collectively, the “Investors”).
LENZ THERAPEUTICS, INC. Confirmatory Employment Letter March 21, 2024Confirmatory Employment Letter • March 22nd, 2024 • LENZ Therapeutics, Inc. • Biological products, (no disgnostic substances)
This letter agreement (the “Agreement”) is entered into between LENZ Therapeutics, Inc. (the “Company” or “we”) and you. This Agreement is effective as of the later of the Closing (as defined below) or the date signed below (the “Effective Date”). The purpose of this Agreement is to confirm the terms and conditions of your employment with the Company as of the Effective Date.
LENZ THERAPEUTICS, INC. SUPPORT AGREEMENTSupport Agreement • March 22nd, 2024 • LENZ Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), dated as of November 14, 2023 is made by and among Graphite Bio, Inc., a Delaware corporation (“Parent”), Lenz Therapeutics, Inc., a Delaware corporation (the “Company”), and the undersigned holders (each a “Stockholder”) of shares of capital stock (the “Shares”) of the Company.
LOCK-UP AGREEMENTLock-Up Agreement • March 22nd, 2024 • LENZ Therapeutics, Inc. • Biological products, (no disgnostic substances)
LENZ Therapeutics, Inc. Employment Letter March 21, 2024Employment Agreement • March 22nd, 2024 • LENZ Therapeutics, Inc. • Biological products, (no disgnostic substances)
LENZ Therapeutics, Inc. (the “Company” or “we”) is pleased to offer you employment pursuant to this letter agreement (the “Agreement”), effective as of March 21, 2024 (the “Effective Date”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONMerger Agreement • March 22nd, 2024 • LENZ Therapeutics, Inc. • Biological products, (no disgnostic substances)
On November 14, 2023, Graphite Bio, Inc., a Delaware corporation (“Graphite”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and between Graphite, Generate Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Graphite (“Merger Sub”), and Lenz Therapeutics, Inc., a Delaware corporation (“LENZ”), pursuant to which, Merger Sub merged with and into LENZ, with LENZ continuing as a wholly owned subsidiary of Graphite and the surviving corporation of the merger. On March 21, 2024, Graphite, Merger Sub and Lenz consummated the transactions contemplated by the Merger Agreement, Merger Sub was merged with and into Lenz and Lenz became a wholly owned subsidiary of Graphite (the “merger”). On March 21, 2024, in connection with the transactions contemplated by the Merger Agreement, Graphite (i) effected a reverse stock split of Graphite’s common stock, par value $0.00001 per share (“Graphite common stock”), at a ratio of 1:7 (the “reverse stock split”
