Lyra Therapeutics, Inc. Sample Contracts

LYRA THERAPEUTICS, INC. (a Delaware corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • April 27th, 2020 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York

Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement with BofA Securities, Inc. (“BofAS”), Jefferies LLC (“Jefferies”) and William Blair & Company, L.L.C. (“William Blair”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofAS, Jefferies and William Blair are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of [●] additional shares of Common Stock. The afo

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LYRA THERAPEUTICS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 27th, 2020 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of ______________, 20[20] between Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”).

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OPEN MARKET SALE AGREEMENTSM
Lyra Therapeutics, Inc. • May 11th, 2021 • Surgical & medical instruments & apparatus • New York
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Employment Agreement
Employment Agreement • March 29th, 2023 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Massachusetts

This Employment Agreement (this “Agreement”), dated as of February 2, 2023, is made by and between Lyra Therapeutics, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and John Bishop (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”).

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LYRA THERAPEUTICS, INC. Shares of Common Stock (par value $0.001 per share) Amended and Restated Controlled Equity OfferingSM Sales Agreement
Lyra Therapeutics, Inc. • March 22nd, 2024 • Surgical & medical instruments & apparatus • New York

Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), and Cantor Fitzgerald & Co. (the “Agent”), are parties to that certain Sales Agreement dated September 1, 2023 (the “Original Agreement”). The Company and the Agent desire to amend and restate the Original Agreement in its entirety as set forth in this Amended and Restated Sales Agreement (this “Agreement”).

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Employment Agreement
Employment Agreement • November 9th, 2021 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Massachusetts

This Employment Agreement (this “Agreement”), dated as of September 13, 2021, is made by and between Lyra Therapeutics, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and Jason Cavalier (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”).

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Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. LICENSE AND COLLABORATION AGREEMENT
License and Collaboration Agreement • August 9th, 2021 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York

THIS LICENSE AND COLLABORATION AGREEMENT (this “Agreement”), entered into as of May 31, 2021 (the “Effective Date”), is entered into by and among LianBio Inflammatory Limited, a company limited by shares organized and existing under the laws of Hong Kong Special Administrative Region of the People’s Republic of China (“Lian”) LianBio, a corporation organized under the laws of the Cayman Islands (“LianBio”) (for purposes of Sections 2.9(a) (By Lian) and 14.17 (LianBio Guarantee)) and Lyra Therapeutics, Inc., a Delaware corporation (“Lyra”).

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LYRA THERAPEUTICS, INC. EIGHTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Purchase Agreement • March 6th, 2020 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Delaware

This Agreement dated as of January 10, 2020 is entered into by and among Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), Carmichael Roberts, George Whitesides and Robert Langer (individually, a “Founder” and collectively, the “Founders”) and the individuals and entities listed as preferred stockholders on Schedule A attached hereto (individually, an “Investor” and collectively, the “Investors”).

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SUBLEASE
Sublease • March 22nd, 2024 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus

THIS SUBLEASE (this “Sublease”) is dated for reference purposes as of December 21, 2023 and is made by and between RVAC MEDICINES (US), INC., a Delaware corporation (“Sublessor”), and LYRA THERAPEUTICS, INC., a Delaware corporation (“Sublessee”) with both jointly referred to as the “Parties”.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 13th, 2022 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 7, 2022 by and among Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), and the “Investors” named in the Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Investors identified on Exhibit A attached thereto (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.

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Transition Agreement
Transition Agreement • November 9th, 2021 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Massachusetts

This Transition Agreement (“Agreement”) is made by and between Don Elsey (“Executive”) and Lyra Therapeutics, Inc., a Delaware corporation (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”) as of September 12, 2021 (the “Agreement Date”), effective as of the Effective Date (as defined below).

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Employment Agreement
Employment Agreement • April 27th, 2020 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Massachusetts

This Employment Agreement (this “Agreement”), dated as of April 27, 2020, is made by and between Lyra Therapeutics, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and Don Elsey (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”).

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Contract
Lyra Therapeutics, Inc. • March 29th, 2023 • Surgical & medical instruments & apparatus

bxP Boston Properties Prudential Center 800 Boylston StreetBoston, MA 02199-8103 www.bostonproperties.com Boston Properties, Inc.(NYSE:BXP)

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CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL FIRST AMENDMENT TO THE LICENSE AND COLLABORATION AGREEMENT
License and Collaboration Agreement • November 8th, 2022 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York

This FIRST AMENDMENT TO THE LICENSE AND COLLABORATION AGREEMENT (this “Amendment”), entered into as of September 26, 2022 (the “Amendment Effective Date”), is entered into by and between LianBio Inflammatory Limited, a company limited by shares organized and existing under the laws of Hong Kong Special Administrative Region of the People’s Republic of China (“Lian”), and Lyra Therapeutics, Inc., a Delaware corporation, a Delaware corporation (“Lyra”). Lian and Lyra are each referred to herein individually as a “Party”, and collectively as the “Parties.”

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SEVENTH AMENDMENT TO LEASE
Lyra Therapeutics, Inc. • July 14th, 2023 • Surgical & medical instruments & apparatus

This Seventh Amendment to Lease (the “Seventh Amendment”) is made as of July 12, 2023, by and between ARE-480 ARSENAL STREET, LLC, a Delaware limited liability company (“Landlord”), and LYRA THERAPEUTICS, INC., a Delaware corporation (“Tenant”).

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SIXTH AMENDMENT TO LEASE
Lease • November 16th, 2022 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus

This Sixth Amendment to Lease (the “Sixth Amendment”) is made as of November 14, 2022, by and between ARE-480 ARSENAL STREET, LLC, a Delaware limited liability company (“Landlord”), and LYRA THERAPEUTICS, INC., a Delaware corporation (“Tenant”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 13th, 2022 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 7, 2022 by and among Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), the Share Investors identified on Exhibit A attached hereto (each a “Share Investor” and collectively the “Share Investors”) and the Warrant Investors identified on Exhibit B attached hereto (each a “Warrant Investor” and collectively the “Warrant Investors”, and together with the Share Investors, each an “Investor” and collectively the “Investors”).

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LYRA THERAPEUTICS, INC. NINTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • April 13th, 2022 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Delaware

This Agreement dated as of April 7, 2022 is entered into by and among Lyra Therapeutics, Inc., a Delaware corporation (the “Company”) and the individuals and entities listed as investors on Schedule A attached hereto (individually, an “Investor” and collectively, the “Investors”).

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LYRA THERAPEUTICS, INC. AMENDMENT NO. 1 TO NINTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • May 31st, 2023 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • Delaware

This Amendment No. 1 to Ninth Amended and Restated Investor Rights Agreement, dated as of May 25, 2023 (this “Amendment”) is entered into by and among Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), and the undersigned Investors party to the Ninth Amended and Restated Investor Rights Agreement, dated as of April 7, 2022 (the “Rights Agreement”), by and among the Company and the Investors party thereto. Capitalized terms used by not defined herein shall have the meanings ascribed to such terms in the Rights Agreement, as amended by this Amendment.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 31st, 2023 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 25, 2023 by and among Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), and the “Investors” named in the Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Investors identified on Exhibit A attached thereto (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 31st, 2023 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 25, 2023 by and among Lyra Therapeutics, Inc., a Delaware corporation (the “Company”), and the Investors identified on Exhibit A attached hereto (each an “Investor” and collectively the “Investors”).

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Separation Agreement and Release
Separation Agreement and Release • August 5th, 2020 • Lyra Therapeutics, Inc. • Surgical & medical instruments & apparatus

This Separation Agreement and Release ( this “Release”) is made by and between Laura Edgerly-Pflug (“Executive”) and Lyra Therapeutics, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”). Capitalized terms used but not defined in this Release shall have the meanings set forth in the Employment Agreement (as defined below).

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