COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • June 5th, 2023 • Phoenix Biotech Acquisition Corp. • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”), dated as of June 4, 2023, is made by and among Phoenix Biotech Acquisition Corp., a Delaware corporation (“Parent”), CERo Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the undersigned holders (together with each such holder who executes a signature page to this Agreement after the date hereof, collectively, the “Holders”) of capital stock of the Company. Each of Parent, the Company and the Holders may hereinafter be referred to as a “Party” and collectively, as the “Parties.”
AMENDED AND RESTATED COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • June 26th, 2023 • Brilliant Acquisition Corp • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of June __, 2023 (this “Support Agreement”), is entered into by and among the stockholder named on the signature page hereto (the “Stockholder”), Nukkleus Inc., a Delaware corporation (the “Company”), and Brilliant Acquisition Corporation, a British Virgin Islands company (“Brilliant”). Capitalized terms used but not defined in this Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 14th, 2023 • ROC Energy Acquisition Corp. • Blank checks • Delaware
This COMPANY STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February [●], 2023, by and among Drilling Tools International Holdings, Inc., a Delaware corporation (the “Company”), ROC Energy Acquisition Corp., a Delaware corporation (the “Acquiror”), and the undersigned stockholders of the Company who hold Subject Shares (each, a “Company Stockholder”). Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • June 27th, 2022 • Goldenstone Acquisition Ltd. • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of June 21, 2022 (this “Company Support Agreement”), is entered into by and among the stockholder named on the signature page hereto (the “Stockholder”), Roxe Holding Inc., a Delaware corporation (the “Company”), and Goldenstone Acquisition Limited, a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Company Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • May 19th, 2022 • Alpine Acquisition Corp. • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of May 18, 2022 (this “Agreement”), is entered into by and among the stockholders listed on Exhibit A hereto (each, a “Stockholder”), Two Bit Circus, Inc., a Delaware corporation (the “Company”), and Alpine Acquisition Corporation, a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • May 7th, 2019 • Delaware
WHEREAS, concurrently herewith, Intermolecular, Inc., a Delaware corporation (“Indigo”), EMD Performance Materials Semiconductor Services Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Parent are entering into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which Merger Sub will merge with and into Indigo on the terms and conditions set forth therein, with Indigo surviving such merger as a wholly owned subsidiary of Parent (the “Merger”), and, in connection therewith, the Company Shares issued and outstanding immediately prior to the Effective Time, other than any Canceled Company Shares and Dissenting Company Shares, will, without any further action on the part of the holder thereof, be cancelled and extinguished and automatically converted into the right to receive the Merger Consideration as set forth in the Merger Agreement;
FORM OF COMPANY STOCKHOLDER SUPPORT AGREEMENT TUHURA BIOSCIENCES, INC.Company Stockholder Support Agreement • April 3rd, 2024 • Kintara Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), dated as of April [●], 2024, is made by and among Kintara Therapeutics, Inc., a Nevada corporation (“Parent”), TuHURA Biosciences, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of the Company.
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • March 21st, 2022 • Vickers Vantage Corp. I • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of March 17, 2022 (this “Stockholder Support Agreement”), is entered into by and among Sorrento Therapeutics, Inc. (“Stockholder”), Scilex Holding Company, a Delaware corporation (the “Company”) and Vickers Vantage Corp. I, a Cayman Islands exempted company (“Parent”). Capitalized terms used but not defined in this Stockholder Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 20th, 2024 • Acri Capital Acquisition Corp • Blank checks • Delaware
THIS COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of February 18, 2024 (the “Agreement”), by and among Acri Capital Acquisition Corporation, a Delaware corporation (“Parent”), Foxx Development Inc., a Texas corporation (the “Company”) and the undersigned Persons and entities hereto (each, a “Holder” and collectively, the “Holders”) of the Company.
FORM OF COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • July 27th, 2023 • Redmile Group, LLC • Pharmaceutical preparations • Delaware
This Support Agreement (this “Agreement”) is made and entered into as of July 17, 2023, by and among Neurogene Inc., a Delaware corporation (the “Company”), Neoleukin Therapeutics, Inc., a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder”) of the Company. Capitalized terms used herein but not otherwise defined shall have the respective meanings ascribed to such terms in the Merger Agreement.
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • March 8th, 2022 • AMCI Acquisition Corp. II • Blank checks • Delaware
This Support Agreement (this “Agreement”), dated as of March 8, 2022, is entered into by and among AMCI Acquisition Corp. II, a Delaware corporation (“Acquiror”) and certain of the stockholders (such stockholders, each, a “Stockholder” and together, the “Stockholders”) of LanzaTech NZ, Inc., a Delaware corporation (the “Company”), whose names appear on the signature pages of this Agreement.
COMPANY STOCKHOLDER SUPPORT AGREEMENT 1Company Stockholder Support Agreement • January 13th, 2022 • Viveon Health Acquisition Corp. • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of January 12, 2022 (this “Agreement”), is entered into by and among the stockholders listed on Exhibit A hereto (each, a “Stockholder”), Suneva Medical, Inc., a Delaware corporation (the “Company”), and Viveon Health Acquisition Corp., a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • April 27th, 2022 • Lygos, Inc. • Miscellaneous chemical products • Delaware
This Company Stockholder Support Agreement (this “Agreement”) is made and entered into as of April 17, 2022, by and among Flexible Solutions International, Inc., an Alberta, Canada corporation (“FSI”), and the undersigned stockholders (each, a “Stockholder” and, collectively, the “Stockholders”) of Lygos, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • January 31st, 2022 • Mountain Crest Acquisition Corp. III • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of [__], 2022 (this “Support Agreement”), is entered into by and among the stockholders listed on Exhibit A hereto (each, a “Stockholder”), Etao International Group, a Cayman Island corporation (the “Company”) and Mountain Crest Acquisition Corp. III, a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • July 19th, 2023 • Baker Bros. Advisors Lp • Pharmaceutical preparations • Delaware
This Support Agreement (this “Agreement”) is made and entered into as of July 17, 2023, by and among Neurogene Inc., a Delaware corporation (the “Company”), Neoleukin Therapeutics, Inc., a Delaware corporation (“Parent”), and Baker Bros. Advisors LP (“Advisor”), on behalf of itself and the persons listed on Appendix A hereto in their capacity as record or beneficial owners of Shares (each, a “Stockholder” and collectively, the “Stockholders”) of the Company. Capitalized terms used herein but not otherwise defined shall have the respective meanings ascribed to such terms in the Merger Agreement.
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 22nd, 2021 • Rodgers Silicon Valley Acquisition Corp • Blank checks • Delaware
This Company Stockholder Support Agreement (this “Agreement”) is dated as of February ___, 2021, by and among Rodgers Silicon Valley Acquisition Corp., a Delaware corporation (“Acquiror”), the Persons set forth on Schedule I attached hereto (each, a “Company Stockholder” and, collectively, the “Company Stockholders”), and Enovix Corporation, a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • May 12th, 2023 • RMG Acquisition Corp. III • Blank checks • Delaware
This Company Stockholder Support Agreement (this “Support Agreement”) is dated as of May 9, 2023, by and among RMG Acquisition Corp. III, a Cayman Islands exempted company limited by shares (which shall de-register as an exempted company incorporated in the Cayman Islands by way of continuation to the State of Delaware and domesticate as a Delaware corporation prior to the Closing (as defined in the Merger Agreement (as defined below)) (“Acquiror”), H2B2 Electrolysis Technologies, Inc., a Delaware corporation (the “Company”), and the Persons set forth on Schedule I hereto (each, a “Company Stockholder” and, collectively, the “Company Stockholders”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
FORM OF COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 28th, 2023 • Colombier Acquisition Corp. • Blank checks • Delaware
This Stockholder Support Agreement (this “Agreement”) is made as of February 27, 2023 by and among (i) Colombier Acquisition Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) PSQ Holdings, Inc., a Delaware corporation (the “Company”), and (iii) the undersigned holder (“Holder”) of capital stock and/or securities convertible into capital stock of the Company. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 5th, 2021 • Tuscan Holdings Corp. • Blank checks • Delaware
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of February 1, 2021 (this “Agreement”), is made by and among Microvast, Inc., a Delaware corporation (the “Company”), Tuscan Holdings Corp., a Delaware corporation (“Parent”), and certain of the stockholders of the Company whose names appear on the signature pages of this Agreement (each, a “Stockholder” and, collectively, the “Stockholders”).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • March 6th, 2023 • EF Hutton Acquisition Corp I • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of March 3, 2023 (this “Support Agreement”), is entered into by and among the stockholders listed on Exhibit A hereto (each, a “Stockholder”), Humble Imports Inc, d/b/a ECD Auto Design, a Florida corporation (the “Company”), and EF Hutton Acquisition Corporation I, a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • May 11th, 2021 • Soaring Eagle Acquisition Corp. • Blank checks • Delaware
This Support Agreement (this “Agreement”), dated as of May 11, 2021, is entered into by and among Soaring Eagle Acquisition Corp., a Cayman Islands exempted company limited by shares (“Acquiror”), SEAC Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Acquiror (“Merger Sub”), and the stockholder of the Company (as defined below) set forth on the signature page hereto (the “Stockholder”).
BUSINESS COMBINATION AGREEMENT BY AND AMONG DYNAMICS SPECIAL PURPOSE CORP., EXPLORE MERGER SUB, INC. AND SENTI BIOSCIENCES, INC. DATED AS OF DECEMBER 19, 2021Company Stockholder Support Agreement • December 20th, 2021 • Dynamics Special Purpose Corp. • Blank checks • New York
This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of December 19, 2021, is made by and among Dynamics Special Purpose Corp., a Delaware corporation (“DYNS”), Explore Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Senti Biosciences, Inc., a Delaware corporation (the “Company”). DYNS, Merger Sub and the Company shall be referred to herein from time to time collectively as the “Parties” (and each a “Party”). Capitalized terms used herein have the meanings set forth in Section 1.1 and Section 1.2.
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • April 7th, 2021 • Mountain Crest Acquisition Corp II • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of April 6, 2021 (this “Support Agreement”), is entered into by and among the stockholders listed on Exhibit A hereto (each, a “Stockholder”), Better Therapeutics, Inc., a Delaware corporation (the “Company”) and Mountain Crest Acquisition Corp. II, a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • October 4th, 2022 • Freedom Acquisition I Corp. • Blank checks • Delaware
This Company Stockholder Support Agreement (this “Agreement”) is dated as of October 3, 2022, by and among Freedom Acquisition I Corp., a Cayman Islands exempted company limited by shares (which shall domesticate as a Delaware corporation prior to the Closing (as defined in the Combination Agreement (as defined below)) (“Acquiror”), the Persons set forth on Schedule I hereto (each, a “Company Stockholder” and, collectively, the “Company Stockholders”), and Complete Solar Holding Corporation, a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Combination Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • October 6th, 2023 • Nauticus Robotics, Inc. • General industrial machinery & equipment, nec • Delaware
This COMPANY STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 2, 2023, by and among Nauticus Robotics, Inc., a Delaware corporation (the “Buyer”), and the undersigned stockholders of 3D at Depth, Inc., a Delaware corporation (the “Company”) who hold Subject Shares (such stockholders, the “Company Stockholders”).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • May 3rd, 2022 • Mountain Crest Acquisition Corp. IV • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of April 30, 2022 (this “Support Agreement”), is entered into by and among the stockholders listed on Exhibit A hereto (each, a “Stockholder”), CH AUTO Inc., a Cayman Islands exempted company (“Pubco”), CH-AUTO TECHNOLOGY CORPORATION LTD., a company organized under the laws of the People’s Republic of China (the “Company”), and Mountain Crest Acquisition Corp. IV, a Delaware corporation (“SPAC”). Capitalized terms used but not defined in this Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • April 15th, 2021 • Consonance-HFW Acquisition Corp. • Blank checks • Delaware
This COMPANY STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”), dated as of April [•], 2021, is made by and among Consonance-HFW Acquisition Corp., a Cayman Islands exempted company (“CHFW”), [•], a [•], a holder of capital stock of Surrozen, Inc. (the “Company Stockholder”), and Surrozen, Inc., a Delaware corporation (the “Company”). CHFW, the Company Stockholder and the Company shall be referred to herein from time to time collectively as the “Parties”.
AMENDMENT TO COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 14th, 2022 • Dynamics Special Purpose Corp. • Blank checks
THIS AMENDMENT (this “Amendment”) TO THE COMPANY STOCKHOLDER SUPPORT AGREEMENT (the “Agreement”), dated as of February 12, 2022, is among Dynamics Special Purpose Corp., a Delaware corporation (“Parent”), Senti Biosciences, Inc., a Delaware corporation (the “Company”) and the undersigned holder (the “Holder”). Capitalized terms used and not defined herein shall have the meanings ascribed to such terms in the Agreement.
Transfer of the Subject Shares or any interest therein, (c) grant or permit the grant of any proxy, power of attorney or other authorization in or with respect to the Subject Shares, (d) deposit or permit the deposit of the Subject Shares into a...Company Stockholder Support Agreement • April 27th, 2022 • Caladrius Biosciences, Inc. • Services-misc health & allied services, nec • Delaware
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • October 25th, 2022 • Yotta Acquisition Corp • Blank checks
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of October 20, 2022 (this “Company Support Agreement”), is entered into by and among the stockholder named on the signature page hereto (the “Stockholder”), NaturalShrimp Incorporated, a Nevada corporation (the “Company”), and Yotta Acquisition Corporation, a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Company Support Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
FORM OF COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • September 21st, 2022 • Sesen Bio, Inc. • Pharmaceutical preparations • Delaware
This STOCKHOLDER SUPPORT AGREEMENT (this “Support Agreement”) is entered into as of [__], 2022, among CARISMA Therapeutics Inc., a Delaware corporation (the “Company”), Sesen Bio, Inc., a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder”) of the Company.
