PREFERRED STOCK RIGHTS AGREEMENT Dated as of October 12, 2022 between ZYMEWORKS INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights AgentPreferred Stock Rights Agreement • October 13th, 2022 • Zymeworks Delaware Inc. • Pharmaceutical preparations • Delaware
This Preferred Stock Rights Agreement (this “Agreement”), dated as of October 12, 2022, is between Zymeworks Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a United States federally chartered trust company, as rights agent (the “Rights Agent”). Each of the Company and the Rights Agent are sometimes referred to as a “Party.” All capitalized terms used in this Agreement have the meanings given to them in Section 1.
EXCHANGEABLE SHARE SUPPORT AGREEMENTExchangeable Share Support Agreement • October 13th, 2022 • Zymeworks Delaware Inc. • Pharmaceutical preparations • British Columbia
THIS EXCHANGEABLE SHARE SUPPORT AGREEMENT made as of October 13, 2022 among Zymeworks Inc. (previously known as Zymeworks Delaware Inc.), a corporation existing under the Laws of the State of Delaware (“Parent”), Zymeworks CallCo ULC, a company existing under the Laws of the Province of British Columbia (“CallCo”), and Zymeworks ExchangeCo Ltd., a company existing under the Laws of the Province of British Columbia (“ExchangeCo”).
VOTING AND EXCHANGE TRUST AGREEMENTVoting and Exchange Trust Agreement • October 13th, 2022 • Zymeworks Delaware Inc. • Pharmaceutical preparations • British Columbia
THIS VOTING AND EXCHANGE TRUST AGREEMENT (as it may be amended from time to time, the “Agreement”) made as of October 13, 2022 among Zymeworks Inc. (previously known as Zymeworks Delaware Inc.), a corporation existing under the laws of the State of Delaware (“Parent”), Zymeworks CallCo ULC, an unlimited liability company existing under the laws of the Province of British Columbia (“CallCo”), Zymeworks ExchangeCo Ltd., a company existing under the laws of the Province of British Columbia (“ExchangeCo”), and Computershare Trust Company of Canada, a trust company existing under the laws of Canada (the “Share Trustee”).
