Neonc Technologies Holdings, Inc. Sample Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 22, 2024, by and between NEONC TECHNOLOGIES HOLDINGS, INC., a Delaware corporation (the “Company”), and MAST HILL FUND, L.P., a Delaware limited partnership (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the equity 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”).
NEONC TECHNOLOGIES HOLDINGS, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • June 6th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
NeOnc Technologies Holdings, Inc., a Delaware corporation (“Company”), hereby grants an Award of Restricted Stock, subject to the terms, conditions, and restrictions of the Company’s 2023 Equity Incentive Plan (the “Plan”), and this Restricted Stock Award Agreement, including Appendix A attached hereto (the Restricted Stock Award Agreement and Appendix A are collectively referred to as the “Award Agreement”). The capitalized terms used in the Award Agreement but not defined herein shall have the meanings set forth in the Plan.
INDEMNITY AGREEMENTIndemnity Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
This Indemnity Agreement (this “Agreement”), effective as of ___________, is made by and between NeOnc Technologies Holdings, Inc., a Delaware corporation with executive offices located at 2 Dole Drive, Westlake Village, California 91362 (the “Company”), and, __________________ of the Company residing at __________________ (the “Indemnitee”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • June 6th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • California
This Employment Agreement (the “Agreement”) is entered into as of the 5th day of June 2025, by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and Josh Neman, PhD, an individual residing at the address set forth on Schedule A hereto (the “Executive”).
OFFICE LEASE CALABASAS PARK CENTRE RREF II CALABASAS PARK CENTER LLC, a Delaware limited liability company, as Landlord, and NEONC TECHNOLOGIES HOLDINGS, INC., a Delaware corporation, as Tenant CALABASAS PARK CENTRE SUMMARY OF BASIC LEASE INFORMATIONOffice Lease • April 11th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • California
This Office Lease, which includes the preceding Summary attached hereto and incorporated herein by this reference (the Office Lease and Summary to be known sometimes collectively hereafter as the “Lease”), dated as of the date set forth in Section 1 of the Summary, is made by and between RREF II CALABASAS PARK CENTER LLC, a Delaware limited liability company (“Landlord”), and NEONC TECHNOLOGIES HOLDINGS, INC., a Delaware corporation (“Tenant”).
NEONC TECHNOLOGIES HOLDINGS, INC. RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
NeOnc Technologies Holdings, Inc., a Delaware corporation (“Company”), hereby grants an Award of Restricted Share Units, subject to the terms, conditions, and restrictions of the Company’s 2023 Equity Incentive Plan (the “Plan”), and this Restricted Share Unit Award Agreement, including Appendix A attached hereto (the Restricted Share Unit Award Agreement and Appendix A are collectively referred to as the “Award Agreement”). The capitalized terms used in the Award Agreement but not defined herein shall have the meanings set forth in the Plan.
FORM OF SHARE EXCHANGE AGREEMENTShare Exchange Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
THIS SHARE EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of April 7, 2023 (the “Effective Date”) by and among NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Parent”), NeOnc Technologies, Inc., a Delaware corporation (the “Company”) and the stockholders of the Company signatory hereto (the “Company Stockholders”). The Parent, the Company and the Company Stockholders are each a “Party” and referred to collectively herein as the “Parties.”
LEASE AGREEMENTLease Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • California
THIS LEASE AGREEMENT (the “Lease”) is made and entered into as of the 1st day of February, 2024, by and between WESTLAKE WELLBEING PROPERTIES, LLC, a Delaware limited liability company (“Landlord”), and NEONC TECHNOLOGIES HOLDINGS, INC., a Delaware corporation (“Tenant”).
CONFIDENTIAL October 16, 2023 Dr. Thomas Chen, M.D., Ph.D. Chief Executive Officer & Chief Scientific Officer NeOnc Technologies Holdings, Inc. Los Angeles, CA 90069Financial Advisory Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • New York
This letter confirms our agreement that NeOnc Technology Holdings, Inc. (the “Company”) is hereby engaging Maxim Group LLC (together with its affiliates and subsidiaries, “Maxim”) to act as the Company’s non-exclusive advisor whereby Maxim has already rendered and may render certain additional advisory services to the Company, as enumerated in Section 1 below.
NEONC TECHNOLOGIES HOLDINGS, INC. 2023 EQUITY INCENTIVE PLAN OPTION EXERCISE AGREEMENTOption Exercise Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
This OPTION EXERCISE AGREEMENT (this “Agreement”) is made as of ____________, by and between NeOnc Technologies Holdings, Inc., a Delaware Corporation (the “Company”), and ___________________ (“Purchaser”). To the extent any capitalized terms used in this Agreement are not defined, they shall have the meaning ascribed to them in the NeOnc Technologies Holdings, Inc. 2023 Equity Incentive Plan (the “Plan”) and the Option Agreement (as defined below).
NEONC TECHNOLOGIES HOLDINGS, INC. 2023 EQUITY INCENTIVE PLAN OPTION EXERCISE AGREEMENTOption Exercise Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
This OPTION EXERCISE AGREEMENT (this “Agreement”) is made as of ____________, by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and ___________________ (“Purchaser”). To the extent any capitalized terms used in this Agreement are not defined, they shall have the meaning ascribed to them in the NeOnc Technologies Holdings, Inc. 2023 Equity Incentive Plan (the “Plan”) and the Option Agreement (as defined below).
COLLABORATION AND LICENSE AGREEMENT BETWEEN ORIENT EUROPHARMA CO., LTD. AND NEONC TECHNOLOGIES, INC.Collaboration and License Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
COLLABORATION AND LICENSE AGREEMENT This COLLABORATION AND LICENSE AGREEMENT (“Agreement”), is entered into and effective as of ovember 8th. 2013 (the··Effective Date”), by and between NeOnc Technologies, Inc., a Delaware corporation having its principal place of business at 21700 Oxnard Street, Suite 900, Woodland Hills. California 91367. USA (“NeO.nc”), and Orient EuroPharma Co.. Ltd., a company organized and existing under the laws of Taiwan having a principal place of business at 7F, No. 368, Sec. I Fu Hsing .. Rd., Taipei I0656. Taiwan. Republic of China (‘·OEP”). NeOnc and OEP are each referred to herein by name or as a “Party” or. collectively, as the “Parties.” WHEREAS, NeOnc is the owner and licensee of certain patents, formulations, know-how, and technology related to purified perillyl alcohol as a therapeutic agent; and WHEREAS, OEP is engaged in the research, development. marketing, manufacture. and distribution of phannaceutical compounds and is interested in developing an
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
THIS DEBT CONVERSION AGREEMENT (the “Agreement”) is entered into effective as of July 5, 2024, by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and Anova Enterprises, Inc. (the “Vendor”). The Company and Vendor may be referred to herein individually as a “Party” and collectively as the “Parties.”
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
THIS DEBT CONVERSION AGREEMENT (the “Agreement”) is entered into as of June 6, 2024, by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”),and Thomas C. Chen, MD, a current officer and director of the Company (the “Lender”). The Company and Lender may be referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Amended and Restated Exclusive License Agreement (the “Agreement”) is effective as of November 20th, 2023 (the “Effective Date”), by and between University of Southern California, a California nonprofit corporation (“USC”), and NeOnc Technologies, Inc. (f/k/a NAS-ONC), a California corporation (“Licensee”), located at the address set forth in Section 13.15 below, with respect to the facts set forth below.
NEONC TECHNOLOGIES HOLDINGS, INC. 2023 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
This STOCK OPTION AGREEMENT (this “Agreement”) is by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and the Optionee named above (the “Optionee”). The right to purchase the number of shares of the Company’s Common Stock identified above (the “Option”) is granted pursuant to and subject to the terms and conditions set forth in the NeOnc Technologies Holdings, Inc. 2023 Equity Incentive Plan (the “Plan”). Capitalized terms used herein and not otherwise defined herein shall have the meaning assigned by the Plan.
STRICTLY CONFIDENTIAL NeOnc Technologies Holdings, Inc.Financial Advisory and Investment Banking Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENTConvertible Promissory Note Purchase Agreement • July 22nd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Nevada
THIS CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of July __, 2025, is entered into by and among NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and the persons listed on Schedule 1 attached hereto (each, an “Investor” and collectively, the “Investors”).
Second AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 31st, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Second Amendment to Employment Agreement (the “Amendment”), dated as of December 31, 2024 (the “Effective Date”), between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”) and Dr. Thomas Chen (the “Executive”) amends the Employment Agreement, dated as of January 4, 2024, as amended by that certain Amendment to Employment Agreement, dated as July 12, 2024 (as amended, “Agreement”), between the Company and the Executive as follows:
LOAN CONVERSION AGREEMENTLoan Conversion Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Loan Conversion Agreement (this “Agreement”) is entered into as of June 14, 2024, by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and HCWG LLC, a Delaware limited liability company (“Lender”). The Company and Lender are sometimes hereinafter referred to herein as the “Parties”, and each, a “Party”.
FIRST AMENDMENT TO LETTER OF INTENTLetter of Intent • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT TO LETTER OF INTENT, dated July 12, 2024 (this “First Amendment”), is by and between AFH Holding and Advisory, LLC (“AFH”) and NeOnc Technologies Holdings, Inc. (the “Company”, together with AFH, the “Parties”).
STRICTLY CONFIDENTIAL NeOnc Technologies Holdings, Inc.Financial Advisory Agreement • January 31st, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
COMMON STOCK PURCHASE WARRANT NEONC TECHNOLOGIES HOLDINGS, INC.Common Stock Purchase Warrant • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, HCWG LLC, a Delaware limited liability company 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, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from NEONC TECHNOLOGIES HOLDINGS, INC., a Delaware corporation (the “Company”), up to 312,500 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock of the Company (“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).
NEONC TECHNOLOGIES HOLDINGS, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • November 6th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
NeOnc Technologies Holdings, Inc., a Delaware corporation (“Company”), hereby grants an Award of Restricted Stock, subject to the terms, conditions, and restrictions of the Company’s 2023 Equity Incentive Plan (the “Plan”), and this Restricted Stock Award Agreement, including Appendix A attached hereto (the Restricted Stock Award Agreement and Appendix A are collectively referred to as the “Award Agreement”). The capitalized terms used in the Award Agreement but not defined herein shall have the meanings set forth in the Plan.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Amendment to Employment Agreement (the “Amendment”), dated as of July 12, 2024 (the “Effective Date”), between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”) and Dr. Thomas Chen (the “Executive”) amends the Employment Agreement (“Agreement”), dated as of January 4, 2024, between the Company and the Executive as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 26th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of ______, 2024 between NeOnc Technologies Holdings, Inc., a Delaware corporation (“Company”), and each purchaser identified on the Annex A hereto (each, including its successors and assigns, an “Investor” and collectively, the “Investors”).
Second AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 31st, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Second Amendment to Employment Agreement (the “Amendment”), dated as of December 31, 2024 (the “Effective Date”), between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”) and Keithly Garnett (the “Executive”) amends the Employment Agreement, dated as of January 4, 2024, as amended by that certain Amendment to Employment Agreement, dated as July 12, 2024 (as amended, “Agreement”), between the Company and the Executive as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 5th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 1, 2025, is entered into by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and Saad Bachir Naja, an individual (the “Investor”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • August 22nd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
This Share Exchange Agreement (this “Agreement”) is entered into as of August 18, 2025 (the “Effective Date”), by and among NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and the members of JandB Holdings, LLC (the “Members”).
AMENDMENT TO AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 26th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations • Delaware
This Amendment to Amended and Restated Restricted Stock Award Agreement (this “Amendment”) is made by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and Bader Al Monawer (the “Participant”) and amends the Amended and Restated Restricted Stock Award Agreement by and between the Company and the Participant with respect to 50,000 shares having a Date of Grant of July 12, 2024 (the “Award”).
AMENDMENT TO AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 26th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Amendment to Amended and Restated Restricted Stock Award Agreement (this “Amendment”) is made by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and Keithly Garnett (the “Participant”) and amends the Amended and Restated Restricted Stock Award Agreement by and between the Company and the Participant with respect to 360,000 shares having a Date of Grant of July 12, 2024 (the “Award”).
AMENDMENT TO SECOND AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 26th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Amendment to Second Amended and Restated Restricted Stock Award Agreement (this “Amendment”) is made by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and Dr. Victoria Medvec, Ph.D. (the “Participant”) and amends the Second Amended and Restated Restricted Stock Award Agreement by and between the Company and the Participant with respect to 50,000 shares having a Date of Grant of July 12, 2024 (the “Award”).
AMENDMENT TO AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 26th, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations
This Amendment to Amended and Restated Restricted Stock Award Agreement (this “Amendment”) is made by and between NeOnc Technologies Holdings, Inc., a Delaware corporation (the “Company”), and Dr. Thomas Chen (the “Participant”) and amends the Amended and Restated Restricted Stock Award Agreement by and between the Company and the Participant with respect to 800,000 shares having a Date of Grant of July 12, 2024 (the “Award”).
June 17, 2024 Keithly Garnett Chief Financial Officer NeOnc Technologies, Inc.Exclusive License Agreement • January 3rd, 2025 • Neonc Technologies Holdings, Inc. • Pharmaceutical preparations