Registration and Shareholder Rights Agreement Sample Contracts

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • June 10th, 2025 • EQV Ventures Acquisition Corp. II • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of , 2025, is made and entered into by and among EQV Ventures Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), EQV Ventures Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), BTIG, LLC, a Delaware limited liability company (“BTIG”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor, BTIG and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • February 7th, 2022 • Oaktree Acquisition Corp. III • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”) is entered into as of [•], 2022, by Oaktree Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), and Oaktree Acquisition Holdings III, L.P., a Cayman Islands exempted limited partnership (the “Sponsor” and, together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • September 9th, 2025 • Bain Capital GSS Investment Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of , 2025, is made and entered into by and among Bain Capital GSS Investment Corp., a Cayman Islands exempted company (the “Company”), Bain Capital GSS Investment Sponsor LLC, a Delaware limited liability company (the “Sponsor” and, together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).

AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT BY AND AMONG DRAGONEER GROWTH OPPORTUNITIES CORP. AND THE STOCKHOLDERS PARTY HERETO DATED AS OF FEBRUARY 2, 2021
Registration and Shareholder Rights Agreement • February 3rd, 2021 • Dragoneer Growth Opportunities Corp. • Blank checks • Delaware

This AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of February 2, 2021, is made by and among:

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • July 14th, 2021 • Peridot Acquisition Corp. III • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2021, is made and entered into by and among Peridot Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), Peridot Acquisition Sponsor III, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature pages hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • February 22nd, 2018 • Leo Holdings Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”) is entered into as of February 15, 2018, by and between Leo Holdings Corp., a Cayman Islands exempted company (the “Company”) and Leo Investors Limited Partnership, a Cayman Islands exempted limited partnership (the “Sponsor”).

AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT BY AND AMONG PATHFINDER ACQUISITION CORPORATION, SERVICEMAX, INC. AND THE STOCKHOLDERS PARTY HERETO DATED AS OF AUGUST 11, 2021
Registration and Shareholder Rights Agreement • August 12th, 2021 • Pathfinder Acquisition Corp • Blank checks • Delaware

This AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of August 11, 2021, is made by and among:

AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • August 11th, 2023 • Swiftmerge Acquisition Corp. • Blank checks • New York

THIS AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2023, is made and entered into by and among HDL Therapeutics, Inc., a Delaware corporation (the “Company”) (formerly known as Swiftmerge Acquisition Corp., a Cayman Islands exempted company, prior to its domestication as a Delaware corporation), Swiftmerge Holdings, LP, a Delaware limited partnership (the “Sponsor”), certain former stockholders of HDL Therapeutics, Inc., a Delaware corporation (“Target”), set forth on Schedule 1 hereto (such stockholders, the “Target Holders”) and other persons and entities (collectively with the Sponsor, the Target Holders and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.10 of this Agreement, the “Holders” and each, a “Holder”).

AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • July 24th, 2023 • Cheche Group Inc. • Insurance agents, brokers & service • New York

THIS AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2023, is made and entered into by and among Cheche Group Inc., a Cayman Islands exempted company (the “Company”), Prime Impact Cayman, LLC, a Cayman Islands limited liability company (the “Sponsor”), Mike Cordano, Mark Long, Keyur Patel, Roger Crockett, Dixon Doll, and Joanna Strober (the “Director Holders”), and certain former shareholders of Cheche Technology Inc., a Cayman Islands exempted company (“Cheche”), set forth on Schedule 1 hereto (such shareholders, the “Cheche Holders”, the Sponsor and the Director Holders and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.10 of this Agreement, the “Holders” and each, a “Holder”). Capitalized terms used but not otherwise defined herein shall have the meanings provided in the Business Combination Agreement (as defined below).

FORM OF AMENDMENT TO THE REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • May 31st, 2024 • Target Global Acquisition I Corp. • Blank checks • New York

This AMENDMENT TO THE REGISTRATION AND SHAREHOLDER RIGHTS (the “Amendment”), dated as of , 2024, by and among Target Global Acquisition I Corp., a Cayman Islands exempted company ( the “Company”), Target Global Sponsor Ltd., a Cayman limited liability company(the “Sponsor”) and each shareholder identified on the signature pages hereto (the “Holders”). Capitalized terms used herein and not otherwise defined herein shall have the meaning ascribed to them in the Registration and Shareholder Rights Agreement, dated as of December 8, 2021 (the “Registration and Shareholder Rights Agreement”), by and among the Company, the Sponsor and the Holders.

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is made and entered into by and among General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), General Purpose Acquisition Corp Services LLC, a Cayman Islands limited liability company (the “Sponsor”), Jefferies LLC (the “Representative”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and Representative and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • July 3rd, 2025 • EQV Ventures Acquisition Corp. II • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of July 1, 2025, is made and entered into by and among EQV Ventures Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), EQV Ventures Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), BTIG, LLC, a Delaware limited liability company (“BTIG”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor, BTIG and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • October 17th, 2025 • Nidar Infrastructure LTD • Computer communications equipment • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of January 4, 2022, is made and entered into by and among Cartica Acquisition Corp, a Cayman Islands exempted company (the “Company”), Cartica Acquisition Partners, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of December 2, 2025, is made and entered into by and among General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), General Purpose Acquisition Corp Services LLC, a Cayman Islands limited liability company (the “Sponsor”), Jefferies LLC (the “Representative”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and Representative and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • November 26th, 2025 • QDRO Acquisition Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is made and entered into by and among QDRO Acquisition Corp., a Cayman Islands exempted company (the “Company”), QDRO Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • August 5th, 2025 • HCM Iii Acquisition Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of July 31, 2025, is made and entered into by and among HCM III Acquisition Corp, a Cayman Islands exempted company (the “Company”), HCM Investor Holdings III, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • October 2nd, 2025 • Bain Capital GSS Investment Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of September 29, 2025, is made and entered into by and among Bain Capital GSS Investment Corp., a Cayman Islands exempted company (the “Company”), Bain Capital GSS Investment Sponsor LLC, a Delaware limited liability company (the “Sponsor” and, together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • November 7th, 2025 • HCM IV Acquisition Corp. • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is made and entered into by and among HCM IV Acquisition Corp, a Cayman Islands exempted company (the “Company”), HCM Investor Holdings IV, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

RECITALS
Registration and Shareholder Rights Agreement • January 30th, 2001 • Aps Healthcare Inc
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • November 23rd, 2020 • L&F Acquisition Corp. • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of November 23, 2020, is made and entered into by and among L&F Acquisition Corp., a Cayman Islands exempted company (the “Company”), JAR Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Jefferies LLC and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor, Jefferies LLC and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • August 25th, 2025 • Alchemy Investments Acquisition Corp 1 • Blank checks • New York

THIS AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is made and entered into by and among Alchemy Investments Acquisition Corp 1, a Cayman Islands exempted company limited by shares (the “Parent”), Alchemy Acquisition Holdings, Inc., a Delaware corporation and wholly-owned subsidiary of the Parent (“PubCo”), Cartiga, LLC, a Delaware limited liability company (the “Company”), the undersigned parties listed under Existing Holders on the signature pages hereto who are parties to the Original Agreement (as defined below, and such parties, the “Existing Holders”), and the undersigned parties hereto listed under Additional Holders on the signature pages hereto (each such party, together with the Existing Holders, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively, the “Holders”).