COMMON STOCK PURCHASE WARRANT Oncocyte corporationOncoCyte Corp • August 1st, 2018 • In vitro & in vivo diagnostic substances
THIS 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 December __, 20181 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December __, 20232 (the “Termination Date”) but not thereafter, to subscribe for and purchase from OncoCyte Corporation, a California 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 1st, 2018 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 26, 2018 between OncoCyte Corporation, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ONCOCYTE CORPORATION AND [●], AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [●], 20[●] ONCOCYTE CORPORATION FORM OF PREFERRED STOCK WARRANT AGREEMENTWarrant Agreement • October 2nd, 2017 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between ONCOCYTE CORPORATION, a California 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”).
ONCOCYTE CORPORATION AND [●], AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [●], 20[●] ONCOCYTE CORPORATION FORM OF DEBT SECURITIES WARRANT AGREEMENTWarrant Agreement • October 2nd, 2017 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [●], between ONCOCYTE CORPORATION, a California 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”).
8,947,000 Shares OncoCyte Corporation Common Stock PURCHASE AGREEMENTPurchase Agreement • February 5th, 2021 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York
OncoCyte Corporation, a California corporation (the “Company”) proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 7,780,000 shares (the “Firm Shares”) of Common Stock, no par value per share (the “Common Stock”), of the Company. The Firm Shares consist of 7,780,000 authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company has also granted to the several Underwriters an option to purchase up to 1,167,000 additional shares of Common Stock, on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
UNDERWRITING AGREEMENTUnderwriting Agreement • April 19th, 2022 • Oncocyte Corp • In vitro & in vivo diagnostic substances • New York
The undersigned, OncoCyte Corporation, a company incorporated under the laws of California (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of OncoCyte Corporation, 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 BTIG, 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.
EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 20th, 2020 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York
As further set forth in this agreement (this “Agreement”), OncoCyte Corporation, a California corporation (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, the Company’s common stock, no par value (the “Common Stock”) (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 13th, 2022 • Oncocyte Corp • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April ___, 2022, between Oncocyte Corporation, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT oncocyte corporationOncocyte Corp • April 19th, 2022 • In vitro & in vivo diagnostic substances • New York
THIS 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 April 19, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Oncocyte Corporation, a California 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).
WARRANTOncoCyte Corp • July 26th, 2017 • In vitro & in vivo diagnostic substances • California
NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES OR BLUE SKY LAWS, PURSUANT TO REGISTRATION OR QUALIFICATION OR EXEMPTION THEREFROM. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE COMPANY MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE COMPANY TO THE EFFECT THAT ANY PROPOSED TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES OR BLUE SKY LAWS. THIS WARRANT IS SUBJECT TO THE TRANSFER RESTRICTIONS SET FORT
At-the-market SALES AGREEMENTSales Agreement • June 14th, 2021 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York
OncoCyte Corporation, a California corporation (the “Company”), confirms its agreement (this “Agreement”) with BTIG, LLC in its capacity as sales agent for the Company (“BTIG” and, together with the Company, the “Parties”), as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 29th, 2016 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
This Securities Purchase Agreement (this “Agreement”) is dated as of August 29, 2016, between OncoCyte Corporation, a California corporation (the “Company”), and each purchaser identified on Exhibit A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 27th, 2017 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of February 21, 2017 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and ONCOCYTE CORPORATION, a California corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
STOCK SUBSCRIPTION AGREEMENT ONCOCYTE CORPORATION READ THIS AGREEMENT CAREFULLY BEFORE YOU INVESTStock Subscription Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
This Agreement is entered into by Bernard Karfunkel (“Subscriber”) and OncoCyte Corporation, a California corporation (the “Company”).
LICENSE AGREEMENTLicense Agreement • May 24th, 2016 • OncoCyte Corp • In vitro & in vivo diagnostic substances • Pennsylvania
This LICENSE AGREEMENT (the “Agreement”) is made as of the 22nd day of January, 2016 (the “Effective Date”), by and between THE WISTAR INSTITUTE OF ANATOMY AND BIOLOGY, a nonprofit corporation organized and existing under the laws of the Commonwealth of Pennsylvania located at 3601 Spruce Street, Philadelphia, PA 19104 (“Wistar”), and ONCOCYTE CORPORATION, a corporation organized and existing under the laws of the State of California, with a principal place of business located at 1301 Harbor Bay Parkway, Alameda, CA 94502 (“Company”).
SUBSCRIPTION AGREEMENTSubscription Agreement • January 21st, 2021 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York
STOCK OPTION AGREEMENT (Director)Stock Option Agreement • August 29th, 2018 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT made and entered into as of ______, 20___, by and between OncoCyte Corporation, a California corporation (the “Company”), and _________, a director (the “Optionee”) of the Company or of a subsidiary of the Company (hereinafter included within the term “Company”) within the meaning of Section 425(f) of the Internal Revenue Code of 1986, as amended (the “Code”),
INCENTIVE*][NON-QUALIFIED**] STOCK OPTION AGREEMENTNon-Qualified • August 29th, 2018 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT made and entered into as of _______, 20XX, by and between OncoCyte Corporation, a California corporation (the “Company”), and __________, an employee (the “Employee”) of the Company or of a subsidiary of the Company (hereinafter included within the term “Company”) within the meaning of Section 425(f) of the Internal Revenue Code of 1986, as amended (the “Code”),
ContractOncoCyte Corp • February 27th, 2017 • In vitro & in vivo diagnostic substances • 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.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 12th, 2024 • Oncocyte Corp • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 11, 2024, between Oncocyte Corporation, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGER AMONG ONCOCYTE CORPORATION, CNI MONITOR SUB, INC., CHRONIX BIOMEDICAL, INC., AND DAVID MACKENZIE, as the Equityholder Representative Dated as of February 2, 2021 Amended February 23, 2021 Amended and Restated as of April...Agreement and Plan of Merger • April 19th, 2021 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT AND PLAN OF MERGER, including annexes, exhibits and schedules attached hereto or referenced herein, dated as of February 2, 2021, amended February 23, 2021, and amended and restated as of April 15, 2021, and as may be subsequently amended (this “Agreement”), is made and entered into by and among: (i) Oncocyte Corporation, a California corporation (“Parent”); (ii) CNI Monitor Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”); (iii) Chronix Biomedical, Inc., a Delaware corporation (the “Company”); (iv) the stockholders party to this Agreement pursuant to the execution of a Joinder Agreement, (each, a “Seller” and collectively, the “Sellers”); and (v) David MacKenzie, solely in his capacity as Equityholder Representative (the “Equityholder Representative” and collectively, with Parent, Merger Sub, the Company and the Sellers, the “Parties” and each a “Party”). Initially capitalized terms used in this Agreement will have the meaning set f
WARRANT EXERCISE AGREEMENTWarrant Exercise Agreement • July 26th, 2017 • OncoCyte Corp • In vitro & in vivo diagnostic substances
This Warrant Exercise Agreement (this “Agreement”) is entered into as of July 21, 2017, by and among OncoCyte Corporation, a California corporation (the “Company”), and [●] (the “Holder”).
STOCK OPTION AGREEMENTStock Option Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT made and entered into effective as of _______, 20__, by and between OncoCyte Corporation., a California corporation (the “Company”), and __________, an employee (the “Employee”) of the Company.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 29th, 2018 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
This Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2018, between OncoCyte Corporation, a California corporation (the “Company”), and each purchaser identified on Exhibit A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
First Amendment to the Sponsored Research AgreementSponsored Research Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • Pennsylvania
This FIRST AMENDMENT TO THE SPONSORED RESEARCH AGREEMENT (the "First Amendment") is made as of the date of the last signature below (the "First Amendment Effective Date"), by and between THE WISTAR INSTITUTE OF ANATOMY AND BIOLOGY, a Pennsylvania nonprofit corporation located at 3601 Spruce Street, Philadelphia, PA 19104 ("Wistar"), and ONCOCYTE CORPORATION, a corporation organized under the laws of California, with a principal place of business located at 1301 Harbor Bay Parkway, Alameda, CA 94502 ("Sponsor"). Wistar and Sponsor shall be referred to herein individually as a "Party" and collectively as the "Parties."
SHARED FACILITIES AND SERVICES AGREEMENTShared Facilities and Services Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances
This Agreement is made as of October 8, 2009 (the Effective Date) by and between BioTime, Inc. (BioTime) and OncoCyte Corporation (OncoCyte).
EMPLOYMENT AGREEMENTEmployment Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT is made April 1, 2011, by and between OncoCyte Corporation, a California corporation (the "Company"), BioTime, Inc., a California corporation (“BioTime”), and Karen Chapman, Ph.D. ("Employee").
INCENTIVE STOCK OPTION AGREEMENT OncoCyte CorporationIncentive Stock Option Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT made and entered into as of ______________, 20__ by and between OncoCyte Corporation, a California corporation (the "Company"), and _____________, an employee (the "Employee") of the Company or of a subsidiary of the Company (hereinafter included within the term "Company") within the meaning of Section 424(f) of the Internal Revenue Code of 1986, as amended (the "Code"),
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
This Registration Rights Agreement (“Agreement”) is entered into as of October 15, 2009 by and between OncoCyte Corporation, a California corporation (the “Company”) and the undersigned.
EMPLOYMENT AGREEMENTEmployment Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT is made June 15, 2015, by and between OncoCyte Corporation, a California corporation (the “Company”), and William Annett (“Executive”).
ACKNOWLEDGEMENT AND AGREEMENTAcknowledgement and Agreement • May 12th, 2020 • OncoCyte Corp • In vitro & in vivo diagnostic substances
This ACKNOWLEDGEMENT AND AGREEMENT (the “Agreement”) is effective as of May 7, 2020, by and between, Oncocyte Corporation (the “Company”) and Lyndal Hesterberg, an individual (“Participant”), with reference to the following facts:
SPONSORED RESEARCH AGREEMENTSponsored Research Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances • Pennsylvania
This SPONSORED RESEARCH AGREEMENT (the "Agreement") is made as of the 13th day of September, 2013 (the "Effective Date") by and between THE WISTAR INSTITUTE OF ANATOMY AND BIOLOGY, a Pennsylvania nonprofit corporation located at 3601 Spruce Street, Philadelphia, PA 19104 ("Wistar"), and ONCOCYTE CORPORATION, a corporation organized under the laws of California, with a principal place of business located at 1301 Harbor Bay Parkway, Alameda, CA 94502 ("Sponsor").
SECOND AMENDMENT TO LICENSE AGREEMENTLicense Agreement • August 11th, 2016 • OncoCyte Corp • In vitro & in vivo diagnostic substances • Pennsylvania
This Second Amendment (the "Second Amendment") is made effective as of May 27, 2016 (the "Second Amendment Effective Date"), by and between The Wistar Institute of Anatomy and Biology ("Wistar") and Oncocyte Corporation ("OncoCyte").
PRE-FUNDED COMMON STOCK PURCHASE WARRANT ONCOCYTE CORPORATIONOncocyte Corp • April 12th, 2024 • In vitro & in vivo diagnostic substances
THIS PRE-FUNDED 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 until this Warrant is exercised in full, to subscribe for and purchase from Oncocyte Corporation, a California 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).
AMENDEMENT OF REGISTRATION RIGHTS AGREEMENTAmendement of Registration Rights Agreement • November 23rd, 2015 • OncoCyte Corp • In vitro & in vivo diagnostic substances
This Amendment of Registration Rights Agreement (“Agreement”) is entered into as of August 23, 2011 by and between OncoCyte Corporation, a California corporation (the “Company”), and the undersigned Holders.
