0001193125-24-101289 Sample Contracts

PRE-FUNDED COMMON STOCK PURCHASE WARRANT BENITEC BIOPHARMA INC.
Benitec Biopharma Inc. • April 19th, 2024 • Pharmaceutical preparations

THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Benitec Biopharma Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 19th, 2024 • Benitec Biopharma Inc. • Pharmaceutical preparations

This Registration Rights Agreement (this “Agreement”) is made and entered into as of April [____], 2024, between Benitec Biopharma Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 19th, 2024 • Benitec Biopharma Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of April 17, 2024, between Benitec Biopharma Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

VOTING COMMITMENT AGREEMENT
Voting Commitment Agreement • April 19th, 2024 • Benitec Biopharma Inc. • Pharmaceutical preparations

This Voting Commitment Agreement (this “Agreement”) is made and entered into as of April [_], 2024, between Benitec Biopharma Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

April [__], 2024 Suvretta Capital Management, LLC
Letter Agreement • April 19th, 2024 • Benitec Biopharma Inc. • Pharmaceutical preparations
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