SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 5th, 2024 • NexImmune, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 2, 2024, between NexImmune, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
NEXIMMUNE, INC. Shares of Common Stock (par value $0.0001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • June 17th, 2022 • NexImmune, Inc. • Pharmaceutical preparations • New York
NexImmune, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. and BTIG, LLC (each individually an “Agent”, and collectively, the “Agents”), as follows:
Shares NexImmune, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • New York
NexImmune, Inc., a Delaware corporation (the “Company”), proposes to sell [__] shares (the “Firm Stock”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to [__] additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock”. This Agreement is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
NEXIMMUNE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this th day of , 20 , by and between NexImmune, Inc. a Delaware corporation (the “Company”), and (“Indemnitee”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT NEXIMMUNE, INC.NexImmune, Inc. • February 5th, 2024 • Pharmaceutical preparations
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 2, 2029 (the “Termination Date”), but not thereafter, to subscribe for and purchase from NexImmune, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.0001 per share, (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Engagement Agreement by and between the Company and H.C. Wainwright & Co., LLC, dated as of October 4, 20
SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Delaware
THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 27th day of November, 2019 by and among NexImmune, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
EMPLOYMENT AGREEMENTEmployment Agreement • May 12th, 2022 • NexImmune, Inc. • Pharmaceutical preparations • Maryland
This Employment Agreement (this “Agreement”) is entered into as of April 5, 2022, effective as of April 5, 2022 (the “Effective Date”) by and between Mathias Oelke (“Employee”) and NexImmune, Inc. (“Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Maryland
This Employment Agreement (this “Agreement”) is entered into as of this 6th day of January, 2020 (the “Effective Date”) by and between John Trainer (“Employee”) and Nexlmmune, Inc. (“Company”).
NEXIMMUNE, INC. STOCK OPTION AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Delaware
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, NexImmune, Inc., a Delaware corporation (the “Company”) has granted you an option under its 2021 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Option Agreement but defined in the Plan will have the same definitions as in the Plan.
LEASE AGREEMENTLease Agreement • January 19th, 2021 • NexImmune, Inc. • Pharmaceutical preparations
THIS LEASE AGREEMENT, made this 30 day of June 2017, by and between W. M. RICKMAN CONSTRUCTION CO., LLC (“LANDLORD”) and NEXIMMUNE, INC. (“TENANT”).
NEXIMMUNE-KNIGHT EMPLOYMENT AGREEMENTNeximmune-Knight Employment Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Maryland
This Employment Agreement (this “Agreement”) is entered into as of this 6th day of January, 2021 (the “Effective Date”) by and between Robert Knight, M.D., (“Employee”) and NexImmune, Inc. (“Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Maryland
This Employment Agreement (this “Agreement”) is entered into as of February 3, 2021 (the “Effective Date”) by and between Scott Carmer (“Employee”) and NexImmune, Inc. (“Company”).
JOINT RESEARCH AGREEMENTJoint Research Agreement • May 12th, 2022 • NexImmune, Inc. • Pharmaceutical preparations • New York
This JOINT Research Agreement (“Agreement”) is entered into on March 16, 2022 (the “Effective Date”) by and between NexImmune, Inc., a Delaware corporation (“NexImmune”), having its principal offices at 9119 Gaither Road, Gaithersburg, MD 20877, and Zephyr AI, Inc., a Delaware corporation with a principal place of business located at 7900 Westpark Drive, McLean, VA 21102 (“Zephyr”). NexImmune and Zephyr are each a “Party” and together the “Parties” to this Agreement.
ContractNexImmune, Inc. • February 8th, 2021 • Pharmaceutical preparations • Delaware
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
CONSULTING AGREEMENTConsulting Agreement • March 28th, 2023 • NexImmune, Inc. • Pharmaceutical preparations • Maryland
This Consulting Agreement (the “Agreement”), effective as of April 1, 2023 (the “Effective Date”), is entered by and between NexImmune, Inc., a Delaware corporation with its principal place of business at 9119 Gaither Road, Gaithersburg, Maryland 20877 (“NexImmune” or the “Company”), and Jerome Zeldis, M.D., Ph.D, an individual (“Consultant”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 8th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Maryland
This Employment Agreement (this “Agreement”) is entered into as of this 1st day of June, 2017 (the “Effective Date”) by and between Kristi Jones (“Employee”) and NexImmune, Inc. (“Company”).
SUBLEASE AGREEMENTSublease Agreement • January 15th, 2021 • NexImmune, Inc. • Pharmaceutical preparations
THIS REVISED SUBLEASE is made and executed the 11th day of December, 2017 by and between Nexlmmune, Inc. (a Maryland corporation), (hereinafter called “Tenant”), and Modavar Pharmaceuticals LLC (a Delaware corporation) (hereinafter called “Subtenant”).
AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT BETWEEN THE JOHNS HOPKINS UNIVERSITY NEXIMMUNE, INC. JHU Agreement: # - [***]Exclusive License Agreement • January 15th, 2021 • NexImmune, Inc. • Pharmaceutical preparations • Maryland
THIS AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT (the “Agreement”) is entered into by and between THE JOHNS HOPKINS UNIVERSITY, a Maryland corporation having an address at 3400 N. Charles Street, Baltimore, Maryland, 21218-2695 (“JHU”) and NEXIMMUNE, INC., a Delaware corporation having an address at 9119 Gaither Rd, Gaithersburg, MD 20877 (“Company”), with respect to the following:
