AXONICS, INC. (a Delaware corporation) 1,750,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 5th, 2022 • Axonics, Inc. • Surgical & medical instruments & apparatus • New York
Axonics, Inc., a Delaware corporation (the “Company”) confirms its agreement with BofA Securities, Inc. (the “Underwriter”), with respect to (i) the sale by the Company and the purchase by the Underwriter of 1,750,000 shares of Common Stock, par value $0.0001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriter of the option described in Section 2(b) hereof to purchase all or any part of 262,500 additional shares of Common Stock. The aforesaid 1,750,000 shares of Common Stock (the “Initial Securities”) to be purchased by the Underwriter and all or any part of the 262,500 shares of Common Stock subject to the option described in Section 2(b) hereof (the “Option Securities”) are herein called, collectively, the “Securities.”
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made as of by and between Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of February 6, 2018 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and AXONICS MODULATION TECHNOLOGIES, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
LEASE BETWEEN SAND CANYON BUSINESS CENTER I LLC AND AXONICS, INC.Lease • April 6th, 2023 • Axonics, Inc. • Surgical & medical instruments & apparatus • California
THIS LEASE is made as of April 1, 2023, by and between SAND CANYON BUSINESS CENTER I LLC, a Delaware limited liability company, hereafter called “Landlord,” and AXONICS, INC., a Delaware corporation, hereafter called “Tenant.”
ContractAxonics Modulation Technologies, Inc. • August 28th, 2018 • Surgical & medical instruments & apparatus • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
AGREEMENT AND PLAN OF MERGER among BOSTON SCIENTIFIC CORPORATION, SADIE MERGER SUB, INC. and AXONICS, INC. Dated as of January 8, 2024Agreement and Plan of Merger • January 8th, 2024 • Axonics, Inc. • Surgical & medical instruments & apparatus • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of January 8, 2024 (this “Agreement”), is by and among Boston Scientific Corporation, a Delaware corporation (“Parent”), Sadie Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Axonics, Inc., a Delaware corporation (the “Company” and together with Parent and Merger Sub, collectively, the “parties” and each individually a “party”). All capitalized terms used in this Agreement will have the meanings assigned to such terms in Section 9.03 or as otherwise defined elsewhere in this Agreement.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 7th, 2021 • Axonics, Inc. • Surgical & medical instruments & apparatus • Delaware
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of February 25, 2021 (the “Effective Date”) by and among (a) SILICON VALLEY BANK, a California corporation (“SVB”), in its capacity as administrative agent and collateral agent (“Agent”), (b) SVB, as a lender, (c) SVB INNOVATION CREDIT FUND VIII, L.P., a Delaware limited partnership (“SVB Capital”), as a lender (SVB and SVB Capital and each of the other “Lenders” from time to time a party hereto are referred to herein collectively as the “Lenders” and each individually as a “Lender”), and (d) AXONICS MODULATION TECHNOLOGIES, INC., a Delaware corporation (“Borrower”), provides the terms on which Agent and the Lenders shall lend to Borrower and Borrower shall repay Agent and the Lenders. The parties agree as follows:
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 1st, 2023 • Axonics, Inc. • Surgical & medical instruments & apparatus • California
This Amended and Restated Executive Employment Agreement (this “Agreement”) is dated as of June 5, 2019 by and between Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), and Alfred Ford Jr. (“Executive”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This executive employment agreement (this “Agreement”) is effective as of May 22, 2014 by and between Axonics Modulation Technologies, Inc., a Delaware Corporation (“Company”), and Prabodh Mathur (“Executive”).
FOURTH AMENDED AND RESTATED SHARE EXCHANGE AGREEMENTShare Exchange Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
This FOURTH AMENDED AND RESTATED SHARE EXCHANGE AGREEMENT (this “Agreement”), is dated as of June 30, 2017, by and between Axonics Modulation Technologies, Inc., a Delaware corporation, (the “Company”); Biodiscovery 4 FCPR, a fund managed by Edmond de Rothschild Investment Partners (“Biodiscovery”); and Coöperatieve Gilde Healthcare IV U.A. (“Gilde”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties,” and each of Biodiscovery and Gilde are individually referred to herein as an “Investor” and collectively as the Investors.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 4th, 2023 • Axonics, Inc. • Surgical & medical instruments & apparatus • California
This Executive Employment Agreement (this “Agreement”) is dated as of October 2, 2023 by and between Axonics, Inc., a Delaware corporation (the “Company”), and Raymond W. Cohen (“Executive”).
AXONICS MODULATION TECHNOLOGIES, INC. STOCK OPTION AGREEMENTStock Option Agreement • August 28th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
The Board of Directors of Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), has approved a grant to «First_Name» «Last_Name», an individual (the “Optionee”), of an option (the “Option”) to purchase shares of Common Stock of the Company, $0.0001 par value per share (the “Shares”), pursuant to the Company’s 2014 Stock Incentive Plan as amended from time to time (the “Plan”) and this Stock Option Agreement (the “Option Agreement”), as follows:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This executive employment agreement (this “Agreement”) is effective as of May 22, 2014 by and between Axonics Modulation Technologies, Inc., a Delaware Corporation (“Company”), and Raymond W. Cohen (“Executive”).
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 29th, 2024 • Axonics, Inc. • Surgical & medical instruments & apparatus
This Amendment to the Executive Employment Agreement (this “Amendment”) is dated as of November 1, 2023 by and between Axonics, Inc., a Delaware corporation (the “Company”), and Rinda Sama (“Executive”).
AXONICS MODULATION TECHNOLOGIES, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT MARCH 29, 2018Investors’ Rights Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of as of March 29, 2018, by and among Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (each, an “Investor” and collectively, the “Investors”).
ContractAgreement • May 7th, 2021 • Axonics, Inc. • Surgical & medical instruments & apparatus
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.
FIRST AMENDMENT TO LEASEAxonics Modulation Technologies, Inc. • October 5th, 2018 • Surgical & medical instruments & apparatus
THIRD AMENDMENT TO LEASEThird Amendment to Lease • July 12th, 2019 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus
DEBT FORGIVENESS AGREEMENT AND CANCELLATION OF NOTEDebt Forgiveness Agreement and Cancellation of Note • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This DEBT FORGIVENESS AGREEMENT AND CANCELLATION OF NOTE (this “Agreement”) is made effective as of , 2018 (the “Effective Date”) by and between AXONICS MODULATION TECHNOLOGIES, INC. (“Axonics”) and (“Executive,” and together with Axonics, the “Parties”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This executive employment agreement (this “Agreement”) is effective as of November 15, 2017 by and between Axonics Modulation Technologies, Inc., A Delaware Corporation (“Company”), and Alfred Ford, Jr. (“Executive”).
DEBT FORGIVENESS AGREEMENT AND CANCELLATION OF NOTEDebt Forgiveness Agreement and Cancellation of Note • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This DEBT FORGIVENESS AGREEMENT AND CANCELLATION OF NOTE (this “Agreement”) is made effective as of _____________, 2018 by and between AXONICS MODULATION TECHNOLOGIES, INC. (“Axonics”) and ____________________ (“Executive,” and together with Axonics, the “Parties”).
ALFRED E. MANN FOUNDATION FOR SCIENTIFIC RESEARCHAxonics Modulation Technologies, Inc. • October 5th, 2018 • Surgical & medical instruments & apparatus
Reference is made to that certain License Agreement of even date herewith between Axonics Modulation Technologies, Inc. and the undersigned. This will confirm that at your option the undersigned will expand the territories included under the license to be worldwide or, if you so direct, the undersigned will enter into a comparable license agreement covering areas outside the United States with an entity controlled by the founders of Axonics Modulation Technologies, Inc. In the latter case, such license would be based on economic and other terms, other than the territory covered, as is set forth in the License Agreement.
SECOND AMENDMENT TO LICENSE AGREEMENTLicense Agreement • August 28th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT TO LICENSE AGREEMENT (“Amendment”) is entered into as of February 25, 2014 (the “Amendment Effective Date”), by and between Alfred E. Mann Foundation for Scientific Research (“AMF”) and Axonics Modulation Technologies, Inc., a Delaware corporation (“Licensee”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This executive employment agreement (this “Agreement”) is effective as of May 22, 2014 by and between Axonics Modulation Technologies, Inc., a Delaware Corporation (“Company”), and Dan L. Dearen (“Executive”).
LICENSE AGREEMENTLicense Agreement • August 28th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This License Agreement (this “Agreement”), dated as of October 1, 2013 (the “Effective Date”), is made by and between the Alfred E. Mann Foundation for Scientific Research (“AMF”), a not-for-profit corporation organized and existing under the laws of the State of California, and Axonics Modulation Technologies, Inc., a Delaware corporation (“Licensee”). AMF and Licensee are sometimes hereinafter referred to each as a “Party” and collectively as the “Parties.”
RSU AWARD AGREEMENT AXONICS MODULATION TECHNOLOGIES, INC.Rsu Award Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
Axonics Modulation Technologies, Inc. (the “Company”) grants to the Grantee named below (“you”) the number of restricted stock units (“RSUs”) set forth below (the “Award”).
STOCK PLEDGE AGREEMENTStock Pledge Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
THIS STOCK PLEDGE AGREEMENT (the “Pledge Agreement”) is entered into as of _____________ __, 20__, by and between _________________, an individual (“Pledgor”), and Axonics Modulation Technologies, Inc., a Delaware corporation (the “Secured Party”).
AMENDMENT TO LICENSE AGREEMENTLicense Agreement • October 5th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus
This AMENDMENT TO LICENSE AGREEMENT (“Amendment”) is entered into as of February 19, 2014 (the “Amendment Effective Date”), by and between Alfred E. Mann Foundation for Scientific Research (“AMF”) and Axonics Modulation Technologies, Inc., a Delaware corporation (“Licensee”).
THIRD AMENDMENT TO LEASEAxonics, Inc. • April 6th, 2023 • Surgical & medical instruments & apparatus
FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT’ Rights Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California
This FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of October 17, 2018, by and among Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), and the persons and entities signatory hereto (collectively, the “Investors”), and amends that certain Fourth Amended and Restated Investors’ Rights Agreement, dated as of March 29, 2018, by and among the Company and the persons and entities signatory thereto (the “Rights Agreement”). Capitalized terms not defined herein shall have the meanings given to such terms in the Rights Agreement.
OPTION AWARD AGREEMENT AXONICS MODULATION TECHNOLOGIES, INC.Option Award Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
Axonics Modulation Technologies, Inc. (the “Company”) grants to the Grantee named below (“you”) [an Incentive/a Nonstatutory] Stock Option to purchase the number of Shares set forth below (the “Option”).
AXONICS MODULATION TECHNOLOGIES, INC. RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • August 28th, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
The Board of Directors of Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), has approved a grant to «First_ Name» «Last_ Name», an individual (the “Participant”), of restricted shares of Common Stock of the Company, $0.0001 par value per share (the “Shares”), pursuant to the Company’s 2014 Stock Incentive Plan (the “Plan”) and this Restricted Stock Purchase Agreement (the “Purchase Agreement”), as follows:
ContractAxonics Modulation Technologies, Inc. • August 28th, 2018 • Surgical & medical instruments & apparatus • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
SECOND AMENDMENT TO LEASEAxonics Modulation Technologies, Inc. • August 28th, 2018 • Surgical & medical instruments & apparatus
RESTRICTED SHARES AWARD AGREEMENT AXONICS MODULATION TECHNOLOGIES, INC.Restricted Shares Award Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware
Axonics Modulation Technologies, Inc. (the “Company”) grants to the Grantee named below (“you”) the number of Restricted Shares set forth below (the “Award”).
