TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 5,714,285 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 2nd, 2023 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York
Tarsus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement with Goldman Sachs & Co. LLC (“Goldman”), BofA Securities, Inc. (“BofA”), Guggenheim Securities, LLC (“Guggenheim”) and each of the other underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Goldman, BofA and Guggenheim are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of common stock, par value $0.0001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 857,142 additional shares of Common Stock. The afo
OPEN MARKET SALE AGREEMENTSMTarsus Pharmaceuticals, Inc. • November 1st, 2021 • Biological products, (no disgnostic substances) • New York
INDEMNITY AGREEMENTIndemnity Agreement • October 9th, 2020 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of ________________, is made by and between Tarsus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and _____________ (“Indemnitee”).
TARSUS PHARMACEUTICALS, INC. (a Delaware corporation) 2,812,500 Shares of Common Stock Pre-Funded Warrants to Purchase 312,500 Shares of Common Stock UNDERWRITING AGREEMENTTarsus Pharmaceuticals, Inc. • March 1st, 2024 • Biological products, (no disgnostic substances) • New York
Tarsus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement with Goldman Sachs & Co. LLC (“Goldman”), BofA Securities, Inc. (“BofA”), Guggenheim Securities, LLC (“Guggenheim”) and each of the other underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Goldman, BofA and Guggenheim are acting as representatives (in such capacity, the “Representatives”), with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of (i) common stock, par value $0.0001 per share, of the Company (“Common Stock”) and (ii) pre-funded warrants, in the form set forth in Exhibit B hereto, to purchase shares of Common Stock (the “Pre-Funded Warrants”), each as set forth in Schedule A hereto, and (ii) the grant by the Company to the Underwriters, acting severally
LEASE BETWEEN DISCOVERY BUSINESS CENTER LLC AND TARSUS PHARMACEUTICALS, INC.Lease • September 25th, 2020 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California
THIS LEASE is made as of May 28, 2020, by and between DISCOVERY BUSINESS CENTER LLC, a Delaware limited liability company, hereafter called “Landlord,” and TARSUS PHARMACEUTICALS, INC., a Delaware corporation, hereafter called “Tenant.”
ContractLicense Agreement • August 11th, 2022 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York
LOAN AND SECURITY AGREEMENT, DATED FEBRUARY 2, 2022, BY AND AMONG THE REGISTRANT, HERCULES CAPITAL, INC., AND SILICON VALLEY BANKLoan and Security Agreement • May 11th, 2022 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of February 2, 2022 and is entered into by and among TARSUS PHARMACEUTICALS, INC., a Delaware corporation, and each of its Subsidiaries joined hereafter from time to time pursuant to Section 7.13 hereof (hereinafter collectively referred to as the “Borrower”), HERCULES CAPITAL, INC., a Maryland corporation (“Hercules”), SILICON VALLEY BANK, a California corporation (“SVB”), and the several banks and other financial institutions or entities from time to time parties to this Agreement (each, a “Lender”, and collectively, referred to as the “Lenders”) and Hercules, in its capacity as administrative agent and collateral agent for itself and the Lenders (in such capacity, the “Agent”).
SUBLEASE AGREEMENTSublease Agreement • September 25th, 2020 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances)
THIS SUBLEASE AGREEMENT (“Sublease”) is made and entered into this 29th day of May, 2020 by and between AVENT, INC., a Delaware corporation (hereinafter “Sublessor”) and TARSUS PHARMACEUTICALS, INC., a Delaware corporation (hereinafter “Sublessee”).
TARSUS PHARMACEUTICALS, INC. June 22, 2020Tarsus Pharmaceuticals, Inc. • September 25th, 2020 • Biological products, (no disgnostic substances)
CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED, AND HAS BEEN MARKED WITH DEVELOPMENT AND LICENSE AGREEMENTDevelopment and License Agreement • May 11th, 2021 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York
This DEVELOPMENT AND LICENSE AGREEMENT (“Agreement”) effective as of March 26, 2021 (“Effective Date”), is entered into by and between Tarsus Pharmaceuticals, Inc. (“Tarsus”), a Delaware Corporation, with offices at 15440 Laguna Canyon Rd., Suite 160, Irvine, CA 92618, and LianBio Ophthalmology Limited, a Hong Kong entity (“Lian”), with offices at Room 1902, 19/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong. Tarsus and Lian may each be referred to as a “Party” or together as the “Parties.”
CONSULTING AGREEMENT, DATED AUGUST 1, 2020, BETWEEN THE REGISTRANT AND ELIZABETH YEU-LIN, M.D., AS AMENDEDConsulting Agreement • May 11th, 2022 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California
Effective as of August 1, 2020, Dr. Elizabeth Yeu (the “Consultant”) and Tarsus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), agree as follows:
Separation AgreementSeparation Agreement • August 10th, 2023 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances)
The following agreement (“Agreement”) between Leonard M. Greenstein (“you”) and Tarsus Pharmaceuticals, Inc. (the “Company” and, together with you, the “Parties”) confirms your separation from employment and offers you certain benefits to which you would not otherwise be entitled, conditioned upon your provision of a general release of claims and the obligations set forth in this Agreement.
TARSUS PHARMACEUTICALS, INC. October 8, 2020Tarsus Pharmaceuticals, Inc. • October 9th, 2020 • Biological products, (no disgnostic substances)
Tarsus Pharmaceuticals, Inc. (the “Company”) is pleased to offer you continuing employment on the following terms pursuant to the terms of this letter agreement, which (together with Exhibit A attached hereto) supersedes and replaces any prior agreements, representations or understandings (whether written, oral, implied or otherwise) between you and the Company (except as otherwise described herein) and constitutes the complete agreement between you and the Company regarding the subject matter set forth herein. This letter agreement will become effective, and is contingent upon, the completion of the initial public offering of the Company’s Common Stock.
AMENDMENT TO LICENSE AGREEMENTLicense Agreement • October 9th, 2020 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances)
This Amendment to License Agreement (“Amendment”) is made and entered into as of September 3, 2020 (the “Amendment Effective Date”) by and between Elanco Tiergesundheit AG, a Swiss corporation having place of business at Mattenstrasse 24A, 4058 Basel, Switzerland (“Elanco”) and Tarsus Pharmaceuticals, Inc., a Delaware corporation having its principal offices at 4590 MacArthur Blvd. Suite 500, Newport Beach, CA 92660 (“Tarsus”).
Signature Page to First Amendment to Loan and Security Agreement] AGENT: HERCULES CAPITAL, INC. By ______________________________________________ Name: Seth Meyer Title: Chief Financial Officer LENDER: HERCULES CAPITAL FUNDING TRUST 2022-1 By:...Loan and Security Agreement • March 17th, 2023 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances)
2- months following, a Change in Control and Executive satisfies the conditions described in Section 1(c) below, then Executive shall be entitled to the following severance benefits: (i) a lump-sum cash severance payment equal to...Severance and Change in Control Agreement • August 10th, 2023 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California
AMENDMENT TO LICENSE AGREEMENTLicense Agreement • September 14th, 2020 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances)
This Amendment to License Agreement (“Amendment”) is made and entered into as of September 3, 2020 (the “Amendment Effective Date”) by and between Elanco Tiergesundheit AG, a Swiss corporation having place of business at Mattenstrasse 24A, 4058 Basel, Switzerland (“Elanco”) and Tarsus Pharmaceuticals, Inc., a Delaware corporation having its principal offices at 4590 MacArthur Blvd. Suite 500, Newport Beach, CA 92660 (“Tarsus”).
Contract1 Separation Agreement the Following Agreement • May 8th, 2024 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances)
TARSUS PHARMACEUTICALS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT September 24, 2020Investors’ Rights Agreement • October 9th, 2020 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • Delaware
This AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 24th day of September, 2020, by and among TARSUS PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and collectively as the “Investors.”
ContractLicense Agreement • August 11th, 2022 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 9th, 2023 • Tarsus Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of August 28, 2023 (the “Amendment Effective Date”), is entered into by and among TARSUS PHARMACEUTICALS, INC., a Delaware corporation, and each of its Subsidiaries joined hereafter from time to time pursuant to Section 7.13 of the Loan and Security Agreement (hereinafter collectively referred to as the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (each, a “Lender”, and collectively, referred to as the “Lenders”), and HERCULES CAPITAL, INC., a Maryland corporation (“Hercules”), in its capacity as administrative agent and collateral agent for itself and the Lender (in such capacity, together with its successors and assigns in such capacity, “Agent”).
