SERIES D COMMON STOCK PURCHASE WARRANT KEMPHARM, INC.Kempharm, Inc • June 23rd, 2021 • Pharmaceutical preparations • New York
THIS SERIES D 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 31, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from KemPharm, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 11 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and Amount 11 Section 2.02. Form of Notes 11 Section 2.03. Date and...Indenture • February 9th, 2016 • Kempharm, Inc • Pharmaceutical preparations • New York
INDENTURE dated as of February 9, 2016 between KemPharm, Inc., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
KEMPHARM, INC. AND _____________, AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • July 2nd, 2021 • Kempharm, Inc • Pharmaceutical preparations • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between KEMPHARM, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
KEMPHARM, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OFCommon Stock Warrant Agreement • October 3rd, 2016 • Kempharm, Inc • Pharmaceutical preparations • New York
COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between KEMPHARM, INC., a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
KEMPHARM, INC. AND _____________, AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • July 2nd, 2021 • Kempharm, Inc • Pharmaceutical preparations • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between KEMPHARM, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
8,333,334 Shares KEMPHARM, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 5th, 2018 • Kempharm, Inc • Pharmaceutical preparations • New York
SERIES C COMMON STOCK PURCHASE WARRANTKempharm, Inc • January 26th, 2021 • Pharmaceutical preparations • New York
THIS SERIES A 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 26, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from KemPharm, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
PURCHASE AGREEMENTPurchase Agreement • February 18th, 2020 • Kempharm, Inc • Pharmaceutical preparations • Delaware
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of February 17, 2020 (the “Execution Date”), is entered into by and between KEMPHARM, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
KEMPHARM, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OFDebt Securities Warrant Agreement • October 3rd, 2016 • Kempharm, Inc • Pharmaceutical preparations • New York
DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between KEMPHARM, INC., a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
SHARES OF COMMON STOCK, _____________ SERIES B WARRANTS (EXERCISABLE FOR _________SHARES) AND _____________ SERIES A WARRANTS (EXERCISABLE FOR _________SHARES) OF KEMPHARM, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 8th, 2021 • Kempharm, Inc • Pharmaceutical preparations • New York
The undersigned, KemPharm, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of KemPharm, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Roth Capital Partners, LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 18th, 2020 • Kempharm, Inc • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 17, 2020, is entered into by and between KEMPHARM, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
KEMPHARM, INC. COMMON STOCK SALES AGREEMENTCommon Stock • October 3rd, 2016 • Kempharm, Inc • Pharmaceutical preparations • New York
KemPharm, Inc. Amended and Restated Employment Agreement Sven Guenther Effective as of April 13, 2016Employment Agreement • May 13th, 2016 • Kempharm, Inc • Pharmaceutical preparations • Iowa
This Amended and Restated Employment Agreement (“Agreement”) is made and entered into effective as of April __, 2016 (the “Effective Date”), by and between KemPharm, Inc., a Delaware corporation (the “Company”) and Sven Guenther (“Executive”) (each being a “Party” hereto and together constituting the “Parties”).
Office LeaseOffice Lease • March 10th, 2017 • Kempharm, Inc • Pharmaceutical preparations • Florida
This Office Lease (this “Lease”), dated as of the date set forth in Section 1.1, is made by and between BRE/COH FL LLC, a Delaware limited liability company (“Landlord”), and KEMPHARM, INC., a Delaware corporation (“Tenant”). The following exhibits are incorporated herein and made a part hereof: Exhibit A (Outline of Premises); Exhibit B (Work Letter); Exhibit C (Form of Confirmation Letter); Exhibit D (Rules and Regulations); Exhibit E (Additional Provisions); and Exhibit F (Potential Offering Space).
KEMPHARM, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • December 19th, 2014 • Kempharm, Inc • Pharmaceutical preparations • Delaware
This INDEMNIFICATION AGREEMENT, dated and effective as of (this “Agreement”), is by and between KEMPHARM, INC., a Delaware corporation (the “Company” (as such definition is further expanded below)), , and, if such individual is a Director serving the Company as a representative of an entity, (each an “Indemnitee” and collectively, the “Indemnitees”).
AGREEMENT TO TERMINATE CLA BETWEEN MONOSOL RX, LLC AND KEMPHARM, INC. DATED AS OF MARCH 20, 2012Kempharm, Inc • November 14th, 2019 • Pharmaceutical preparations
This Agreement to Terminate CLA (“Agreement”), dated as of March 20, 2012 (the “Effective Date”), is between KemPharm, Inc., an Iowa corporation with its principal offices at 7 Hawkeye Drive, Suite 103, North Liberty, Iowa 52317 (“KemPharm”), and MonoSol Rx, LLC, a Delaware limited liability company with its principal offices at 30 Technology Drive, Warren, New Jersey, 07059 (“MSRx”).
KemPharm, Inc. Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: July 2, 2021Equity Distribution Agreement • July 2nd, 2021 • Kempharm, Inc • Pharmaceutical preparations • New York
June 28, 2019Kempharm, Inc • August 13th, 2019 • Pharmaceutical preparations
BRIDGE LOAN AGREEMENTBridge Loan Agreement • August 31st, 2023 • Zevra Therapeutics, Inc. • Pharmaceutical preparations • New York
NOW THEREFORE in consideration of the premises and the conditions and provisions contained herein, the receipt and adequacy of which consideration are hereby duly acknowledged, the Parties hereto agree as follows:
ASSET PURCHASE AGREEMENT between SHIRE LLC and TRAVIS C. MICKLE, PH.D., AND KEMPHARM, INC. dated as of March 21, 2012Asset Purchase Agreement • April 3rd, 2015 • Kempharm, Inc • Pharmaceutical preparations • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is hereby entered into as of March 21, 2012 (the “Execution Date”) by and between, on the one hand, Shire LLC, a corporation organized and existing under the laws of Kentucky with its principal place of business in Florence, Kentucky (“Shire”), and, on the other hand, Travis C. Mickle, Ph.D. (“Travis Mickle”) and KemPharm, Inc., a corporation organized and existing under the laws of Iowa with its principal place of business in North Liberty, Iowa, and its Affiliates (as defined in Article 1) (“KemPharm,” and, collectively with Travis Mickle, the “KemPharm Parties”). Shire and the KemPharm Parties may each be referred to herein individually as a “Party,” and collectively as the “Parties.”
Amendment to Employment AgreementEmployment Agreement • November 13th, 2015 • Kempharm, Inc • Pharmaceutical preparations
This Amendment to Employment Agreement is made and entered into as of October 13, 2015 (this “Amendment”) by and among KemPharm, Inc., a Delaware corporation (the “Company”), and Travis Mickle (the “Executive”).
KEMPHARM, INC. COMMON STOCK PURCHASE WARRANTKempharm, Inc • March 11th, 2015 • Pharmaceutical preparations
Upon and subject to the terms, conditions and limitations stated in this Common Stock Purchase Warrant, consisting of 12 pages not including this cover page, KemPharm, Inc. hereby grants to the registered holder listed below, warrants to purchase up to an aggregate of the number of shares of Class A Common Stock of KemPharm, Inc. set forth below at the exercise price per share set forth below.
AGREEMENT AND PLAN OF MERGER among ZEVRA THERAPEUTICS, INC. ASPEN Z MERGER SUB, INC., and ACER THERAPEUTICS INC. Dated as of August 30, 2023Agreement and Plan of Merger • August 31st, 2023 • Zevra Therapeutics, Inc. • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 30, 2023, by and among Zevra Therapeutics, Inc., a Delaware corporation (“Parent”), Aspen Z Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Acer Therapeutics Inc., a Delaware corporation (the “Company”).
SECOND AMENDMENT TO FACILITY AGREEMENTFacility Agreement • December 18th, 2015 • Kempharm, Inc • Pharmaceutical preparations
SECOND AMENDMENT TO FACILITY AGREEMENT (this “Amendment”), dated as of December 17, 2015, by and among KEMPHARM, INC., a Delaware corporation (the “Borrower”) and, DEERFIELD PRIVATE DESIGN FUND III, L.P. (the “Lenders” and together with the Borrower, the “Parties”).
MATERIAL SUPPLY AGREEMENTMaterial Supply Agreement • April 3rd, 2015 • Kempharm, Inc • Pharmaceutical preparations • Iowa
This Agreement is made and entered into and effective as of November 2, 2009 (the “Effective Date”) by and between Johnson Matthey Inc., a Pennsylvania corporation (“JMI”) and KemPharm, Inc., an Iowa corporation, with corporate headquarters located at 7 Hawkeye Drive Suite 103 North Liberty, IA 52317 (“Company”). This Agreement may be referenced in orders and other correspondence related hereto as Agreement No. 656
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • August 31st, 2023 • Zevra Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of August 30, 2023, by and among Zevra Therapeutics, Inc., a Delaware corporation (“Parent”), Aspen Z Merger Sub, Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”) and the stockholders of the Acer Therapeutics Inc., a Delaware corporation (the “Company”) set forth on Schedule A hereto (each a “Stockholder” and collectively, the “Stockholders”). Parent, Merger Sub and the Stockholders are sometimes referred to collectively herein as the “Parties” and individually as a “Party”.
AMENDMENT TO FACILITY AGREEMENT, NOTES AND TO DECEMBER 2020 EXCHANGE AGREEMENTFacility Agreement • December 28th, 2020 • Kempharm, Inc • Pharmaceutical preparations • New York
This AMENDMENT TO FACILITY AGREEMENT, NOTES AND DECEMBER 2020 EXCHANGE AGREEMENT (including the schedules, annexes and exhibits hereto, this “Agreement”), dated as of December 24, 2020, is by and among KemPharm, Inc., a Delaware corporation (the “Borrower”), Deerfield Private Design Fund III, L.P. (“DPDF”), Deerfield Special Situations Fund, L.P. (“DSS” and, together with DPDF, the “Deerfield Lenders”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to them in the Facility Agreement (as defined below).
KEMPHARM, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 11th, 2015 • Kempharm, Inc • Pharmaceutical preparations • Iowa
THIS KEMPHARM, INC. INCENTIVE STOCK OPTION AGREEMENT is entered into by and between KEMPHARM, INC., an Iowa corporation with its principal office at 2656 Crosspark Road, Suite 100, Coralville, IA 52241, and , whose address is set forth beneath the Participant’s signature page hereto.
Joinder AgreementJoinder Agreement • December 28th, 2020 • Kempharm, Inc • Pharmaceutical preparations
Reference is hereby made to that certain December 2020 Exchange Agreement and Amendment to Facility Agreement and Investors’ Rights Agreement, dated as of December 20, 2020 (the “Exchange Agreement”), among KemPharm, Inc., Deerfield Private Design Fund III, L.P., Deerfield Special Situations Fund, L.P. and such other lenders that become a party thereto by executing a joinder agreement.
Joinder AgreementJoinder Agreement • December 28th, 2020 • Kempharm, Inc • Pharmaceutical preparations
Reference is hereby made to that certain December 2020 Exchange Agreement and Amendment to Facility Agreement and Investors’ Rights Agreement, dated as of December 20, 2020 (the “Exchange Agreement”), among KemPharm, Inc., Deerfield Private Design Fund III, L.P., Deerfield Special Situations Fund, L.P. and such other lenders that become a party thereto by executing a joinder agreement.
Amendment to Amended and Restated Employment AgreementEmployment Agreement • November 13th, 2015 • Kempharm, Inc • Pharmaceutical preparations
This Amendment to Amended and Restated Employment Agreement is made and entered into as of October 13, 2015 (this “Amendment”) by and among KemPharm, Inc., a Delaware corporation (the “Company”), and R. LaDuane Clifton (the “Executive”).
KemPharm, Inc. Executive Employment AgreementExecutive Employment Agreement • November 10th, 2021 • Kempharm, Inc • Pharmaceutical preparations • Florida
This Executive Employment Agreement (“Agreement”) is made and entered into effective as of the 5th day of November 2021, by and between KemPharm, Inc., a Delaware corporation (the “Company”) and Richard Pascoe (“Executive”) (each being a “Party” hereto and together constituting the “Parties”).
TERMINATION OF AGREEMENT OF SUBLEASETermination of Agreement of Sublease • October 30th, 2020 • Kempharm, Inc • Pharmaceutical preparations • Florida
THIS TERMINATION OF AGREEMENT OF SUBLEASE (this "Termination Agreement") is made as of the 22nd day of October, 2020 (the "Effective Date") by and between CIBER GLOBAL, LLC, a Michigan limited liability company ("Subtenant"), and KEMPHARM, INC., a Delaware corporation (“Sublandlord”).
August 23, 2019Kempharm, Inc • November 14th, 2019 • Pharmaceutical preparations
LEASE DOCUMENT FOR THE UNIVERSITY OF IOWA BIOVENTURES CENTERKempharm, Inc • March 30th, 2018 • Pharmaceutical preparations • Iowa
THE LEASE MADE AND ENTERED INTO THIS, 5th of September, 2017, by and between Board of Regents, State of Iowa, for the use and benefit of the University of Iowa, hereinafter referred to as LESSOR, and KemPharm, Inc., hereinafter referred to as the LESSEE. LESSOR and LESSEE are jointly referred to as the "parties".
