definiens: means theshares of CoLucid ’s Common Stock ( assuming conversion of outstanding shares of CoLucid ’s preferred stockinto common stock at the then applicable conversion rate ): ( i ) issued prior to the date hereof ; plus ( ii ) issued orissuable to Sention, Inc. ( ) in connection with the Next Financing as provided in the Asset PurchaseAgreement dated as of the date hereof between CoLucid and Sention as of the applicable closing date of theNext Financing ; plus ( iii ) issued in the Next Financing ( up to a maximum aggregate Next Financing amount of$16.5 million ) ; plus ( iv ) issued or reserved for issuance pursuant to the exercise of stock options which have ormay be granted under CoLucid ’s stock option plan as of the Closing Date ; plus ( v ) issued or issuable to Lillypursuant to this Agreement as of the applicable closing date of the Next Financing