EX-4.2





 Exhibit 4.2 

CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN
EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. 

AMENDED AND RESTATED 

INVESTORS’ RIGHTS AGREEMENT 

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 19th day of March 2019, by and among Advantagene, Inc., a Delaware corporation (the “Company”) and each of the new investors listed on Schedule A
hereto, each of which is referred to in this Agreement as a “New Investor” and each of the Existing Investors (as defined below). Collectively, the New Investors and Existing Investors shall be referred to herein as the
“Investors”. 
 RECITALS 

WHEREAS, certain of the Investors (the “Existing Investors”) are parties to that certain Amended and Restated
Investors’ Rights Agreement, dated November 13, 2018, by and among the Company and such Existing Investors (the “Prior Agreement”); and 

WHEREAS, the Existing Investors are holders of at least a majority of the Registrable Securities of the Company (as defined in the
Prior Agreement), and desire to amend and restate the Prior Agreement in its entirety and to accept the rights created pursuant to this Agreement in lieu of the rights granted to them under the Prior Agreement; and 

WHEREAS, the New Investors are parties to that certain Series C Preferred Stock Purchase Agreement of even date herewith by and
among the Company and such New Investors (the “Purchase Agreement”), under which certain of the Company’s and such Investors’ obligations are conditioned upon the execution and delivery of this Agreement by such Investors,
Existing Investors holding at least a majority of the Registrable Securities, and the Company; 
 NOW, THEREFORE, the Existing
Investors hereby agree that the Prior Agreement shall be amended and restated in its entirety by this Agreement, and the parties to this Agreement further agree as follows: 

1.    Definitions. For purposes of this Agreement: 

1.1    “Affiliate” means, with respect to any specified Person, (i) any other Person who, directly or
indirectly, controls, is controlled by, or is under common control with such Person, and (ii) with respect to any Person that is a corporation, partnership or limited liability company, any shareholder, partner or member of such Person,
including without limitation any general partner, limited partner, member, officer or director of any such Person or any venture capital fund now or hereafter existing that is controlled by one or more general partners or managing members of, or
shares the same management company with, such Person. For purposes of this definition, one or more Persons will be deemed to be under common control if they have granted to one of such Persons (whether by agreement, granting of a power-of-attorney, or otherwise) the ability to exercise all rights, receive all notices, and take any action under this Agreement. 

1.2    “Board of Directors” means the board of directors of the Company. 

 












 1.3    “Certificate of Incorporation” means the
Company’s Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time. 

1.4    “Common Stock” means shares of the Company’s common stock, par value $0.01 per share. 

1.5    “Damages” means any loss, damage, claim or liability (joint or several) to which a party hereto
may become subject under the Securities Act, the Exchange Act, or other federal or state law, insofar as such loss, damage, claim or liability (or any action in respect thereof) arises out of or is based upon: (i) any untrue statement or
alleged untrue statement of a material fact contained in any registration statement of the Company, including any preliminary prospectus or final prospectus contained therein or any amendments or supplements thereto; (ii) an omission or
alleged omission to state therein a material fact required to be stated therein, or necessary to make the statements therein not misleading; or (iii) any violation or alleged violation by the indemnifying party (or any of its agents or
Affiliates) of the Securities Act, the Exchange Act, any state securities law, or any rule or regulation promulgated under the Securities Act, the Exchange Act, or any state securities law. 

1.6    “Derivative Securities” means any securities or rights convertible into, or exercisable or
exchangeable for (in each case, directly or indirectly), Common Stock, including options and warrants. 

1.7    “Exchange Act” means the Securities Exchange Act of 1934, as amended, and the rules and
regulations promulgated thereunder. 
 1.8    “Excluded Registration” means (I a registration
relating to the sale or grant of securities to employees of the Company or a subsidiary pursuant to a stock option, stock purchase, equity incentive or similar plan; (ii) a registration relating to an SEC Rule 145 transaction;
(iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities; or (iv) a registration
in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered. 

1.9    “Form S-1” means such form under the Securities Act as in
effect on the date hereof or any successor registration form under the Securities Act subsequently adopted by the SEC. 

1.10    “Form S-3” means such form under the Securities Act as in
effect on the date hereof or any registration form under the Securities Act subsequently adopted by the SEC that permits forward incorporation of substantial information by reference to other documents filed by the Company with the SEC. 

1.11    “Founder Preferred Stock” means shares of the Company’s Founder Preferred Stock, par value
$0.01 per share. 
 1.12    “GAAP” means generally accepted accounting principles in the United States
as in effect from time to time. 

  
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 1.13    “Holder” means any holder of Registrable
Securities who is a party to this Agreement. 
 1.14    “Immediate Family Member” means a child,
stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law,
father-in-law, son-in-law, daughter-in-law, brother-in-law, or
sister-in-law, including, adoptive relationships, of a natural person referred to herein. 

1.15    “Initiating Holders” means, collectively, Holders who properly initiate a registration request
under this Agreement. 
 1.16    “IPO” means the Company’s first underwritten public offering of
its Common Stock under the Securities Act. 
 1.17    “Key Employee” means each of Estuardo
Aguilar-Cordova, Laura Aguilar, Stephen Rocamboli, Daniel Giroux and Brian Guzik. 
 1.18    “Major
Investor” means any Investor that, individually or together with such Investor’s Affiliates, holds at least 1,000,000 shares of Registrable Securities (as adjusted for any stock split, stock dividend, combination, or other
recapitalization or reclassification effected after the date hereof). 
 1.19    “New Securities”
means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or
exchangeable into or exercisable for such equity securities. 
 1.20    “PBM” means PBM ADV Holdings,
LLC. 
 1.21    “Person” means any individual, corporation, partnership, trust, limited liability
company, association or other entity. 
 1.22    “Preferred Directors” means the Series B
Directors and the Series C Directors. 
 1.23    “Preferred Stock” means, collectively,
shares of the Company’s Founder Preferred Stock, Series B Preferred Stock and Series C Preferred Stock. 

1.24    “Registrable Securities” means (i) the Common Stock issued on conversion of the
Series A Preferred Stock, par value $0.01 per share, immediately prior to November 13, 2018, (ii) the Common Stock issuable or issued upon conversion of the Series B Preferred Stock;
(iii) the Common Stock issuable or issued upon conversion of the Series C Preferred Stock; (iv) any Common Stock, or any Common Stock issued or issuable (directly or indirectly) upon conversion and/or exercise of
any other securities of the Company, acquired by the Investors on or after November 13, 2018; and (v) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security
that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, the shares referenced in clauses (ii), (iii) and (iv) above; excluding in all cases, however, any Registrable
Securities sold 

  
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by a Person in a transaction in which the applicable rights under this Agreement are not assigned pursuant to Subsection 6.1, and excluding for purposes of Section 2 any
shares for which registration rights have terminated pursuant to Subsection 2.13 of this Agreement. 

1.25    “Registrable Securities then outstanding” means the number of shares determined by adding the
number of shares of outstanding Common Stock that are Registrable Securities and the number of shares of Common Stock issuable (directly or indirectly) pursuant to then exercisable and/or convertible securities that are Registrable Securities. 

1.26    “Restricted Securities” means the securities of the Company required to be notated with the
legend set forth in Subsection 2.12(b) hereof. 
 1.27    “SEC” means the Securities and
Exchange Commission. 
 1.28    “SEC Rule 144” means Rule 144 promulgated by the SEC under the
Securities Act. 
 1.29    “SEC Rule 145” means Rule 145 promulgated by the SEC under the Securities
Act. 
 1.30    “Securities Act” means the Securities Act of 1933, as amended, and the rules and
regulations promulgated thereunder. 
 1.31    “Selling Expenses” means all underwriting discounts,
selling commissions, and stock transfer taxes applicable to the sale of Registrable Securities, and fees and disbursements of counsel for any Holder, except for the fees and disbursements of the Selling Holder Counsel borne and paid by the Company
as provided in Subsection 2.6. 
 1.32    “Series B Director” means any
director of the Company that the holders of record of the Series B Preferred Stock are entitled to elect, exclusively and as a separate class, pursuant to the Certificate of Incorporation. 

1.33    “Series B Preferred Stock” means shares of the Company’s
Series B Preferred Stock, par value $0.01 per share. 
 1.34    “Series C
Director” means any director of the Company that the holders of record of the Series C Preferred Stock are entitled to elect, exclusively and as a separate class, pursuant to the Certificate of Incorporation. 

1.35    “Series C Preferred Stock” means shares of the Company’s
Series C Preferred Stock, par value $0.01 per share. 
 2.    Registration Rights. The Company
covenants and agrees as follows: 
 2.1    Demand Registration. 

(a)    Form S-1 Demand. If at any time after the earlier of (i) two
(2) years after the date of this Agreement or (ii) one hundred eighty (180) days after the effective date of the 

  
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registration statement for the IPO, the Company receives a request from Holders of a majority of the Registrable Securities then outstanding that the Company file a Form S-1 registration statement with respect to at least a majority of the Registrable Securities then outstanding (or a lesser percent if the anticipated aggregate offering price, net of Selling Expenses, would exceed
$15 million), then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and
(y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form S-1 registration statement under the Securities Act covering all Registrable
Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within
twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c) and 2.3. 

(b)    Form S-3 Demand. If at any time when it is eligible to use a Form S-3 registration statement, the Company receives a request from Holders of at least a majority of the Registrable Securities then outstanding that the Company file a Form S-3
registration statement with respect to outstanding Registrable Securities of such Holders having an anticipated aggregate offering price, net of Selling Expenses, of at least $5 million, then the Company shall (i) within ten
(10) days after the date such request is given, give a Demand Notice to all Holders other than the Initiating Holders; and (ii) as soon as practicable, and in any event within forty-five (45) days after the date
such request is given by the Initiating Holders, file a Form S-3 registration statement under the Securities Act covering all Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by
each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c) and 2.3. 

(c)    Notwithstanding the foregoing obligations, if the Company furnishes to Holders requesting a registration pursuant
to this Subsection 2.1 a certificate signed by the Company’s chief executive officer stating that in the good faith judgment of the Board of Directors it would be materially detrimental to the Company and its stockholders for such
registration statement to either become effective or remain effective for as long as such registration statement otherwise would be required to remain effective, because such action would (i) materially interfere with a significant
acquisition, corporate reorganization, or other similar transaction involving the Company; (ii) require premature disclosure of material information that the Company has a bona fide business purpose for preserving as confidential; or
(iii) render the Company unable to comply with requirements under the Securities Act or Exchange Act, then the Company shall have the right to defer taking action with respect to such filing, and any time periods with respect to filing
or effectiveness thereof shall be tolled correspondingly, for a period of not more than one hundred twenty (120) days after the request of the Initiating Holders is given; provided, however, that the Company may not invoke
this right more than once in any twelve (12) month period; and provided further that the Company shall not register any securities for its own account or that of any other stockholder during such one hundred twenty
(120) day period other than pursuant to a registration relating to the sale or grant of securities to employees of the Company or a subsidiary pursuant to a stock option, stock purchase, equity incentive or similar plan; a registration
on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities; or a registration in which the only Common Stock being registered
is Common Stock issuable upon conversion of debt securities that are also being registered. 

  
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 (d)    The Company shall not be obligated to effect, or to take any
action to effect, any registration pursuant to Subsection 2.1(a) (i) during the period that is sixty (60) days before the Company’s good faith estimate of the date of filing of, and ending on a date that is
one hundred eighty (180) days after the effective date of, a Company-initiated registration, provided that the Company is actively employing in good faith commercially reasonable efforts to cause such registration statement to
become effective; (ii) after the Company has effected one registration pursuant to Subsection 2.1(a); or (iii) if the Initiating Holders propose to dispose of shares of Registrable Securities that may be
immediately registered on Form S-3 pursuant to a request made pursuant to Subsection 2.1(b). The Company shall not be obligated to effect, or to take any action to effect, any registration pursuant to Subsection 2.1(b)
(i) during the period that is thirty (30) days before the Company’s good faith estimate of the date of filing of, and ending on a date that is ninety (90) days after the effective date of, a Company-initiated
registration, provided that the Company is actively employing in good faith commercially reasonable efforts to cause such registration statement to become effective; or (ii) if the Company has effected two registrations pursuant to
Subsection 2.1(b) within the twelve (12) month period immediately preceding the date of such request. A registration shall not be counted as “effected” for purposes of this Subsection 2.1(d) until such time as
the applicable registration statement has been declared effective by the SEC, unless the Initiating Holders withdraw their request for such registration, elect not to pay the registration expenses therefor, and forfeit their right to one demand
registration statement pursuant to Subsection 2.6, in which case such withdrawn registration statement shall be counted as “effected” for purposes of this Subsection 2.1(d); provided, that if such withdrawal
is during a period the Company has deferred taking action pursuant to Subsection 2.1(c), then the Initiating Holders may withdraw their request for registration and such registration will not be counted as “effected” for
purposes of this Subsection 2.1(d). 
 2.2    Company Registration. If the Company proposes to
register (including, for this purpose, a registration effected by the Company for stockholders other than the Holders) any of its Common Stock under the Securities Act in connection with the public offering of such securities solely for cash (other
than in an Excluded Registration), the Company shall, at such time, promptly give each Holder notice of such registration. Upon the request of each Holder given within twenty (20) days after such notice is given by the Company, the Company
shall, subject to the provisions of Subsection 2.3, cause to be registered all of the Registrable Securities that each such Holder has requested to be included in such registration. The Company shall have the right to terminate or
withdraw any registration initiated by it under this Subsection 2.2 before the effective date of such registration, whether or not any Holder has elected to include Registrable Securities in such registration. The expenses (other than
Selling Expenses) of such withdrawn registration shall be borne by the Company in accordance with Subsection 2.6. 

2.3    Underwriting Requirements. 

(a)    If, pursuant to Subsection 2.1, the Initiating Holders intend to distribute the Registrable Securities
covered by their request by means of an underwriting, they shall so advise the Company as a part of their request made pursuant to Subsection 2.1, and the Company shall include such information in the Demand Notice. The underwriter(s)
will be 

  
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selected by the Company and shall be reasonably acceptable to a majority in interest of the Initiating Holders. In such event, the right of any Holder to include such Holder’s Registrable
Securities in such registration shall be conditioned upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting to the extent provided herein. All Holders proposing
to distribute their securities through such underwriting shall (together with the Company as provided in Subsection 2.4(e)) enter into an underwriting agreement in customary form with the underwriter(s) selected for such underwriting.
Notwithstanding any other provision of this Subsection 2.3, if the managing underwriter(s) advise(s) the Initiating Holders in writing that marketing factors require a limitation on the number of shares to be underwritten, then the
Initiating Holders shall so advise all Holders of Registrable Securities that otherwise would be underwritten pursuant hereto, and the number of Registrable Securities that may be included in the underwriting shall be allocated among such Holders of
Registrable Securities, including the Initiating Holders, in proportion (as nearly as practicable) to the number of Registrable Securities owned by each Holder or in such other proportion as shall mutually be agreed to by all such selling Holders;
provided, however, that the number of Registrable Securities held by the Holders to be included in such underwriting shall not be reduced unless all other securities are first entirely excluded from the underwriting. To facilitate the
allocation of shares in accordance with the above provisions, the Company or the underwriters may round the number of shares allocated to any Holder to the nearest one hundred (100) shares. 

(b)    In connection with any offering involving an underwriting of shares of the Company’s capital stock pursuant
to Subsection 2.2, the Company shall not be required to include any of the Holders’ Registrable Securities in such underwriting unless the Holders accept the terms of the underwriting as agreed upon between the Company and its
underwriters, and then only in such quantity as the underwriters in their sole discretion determine will not jeopardize the success of the offering by the Company. If the total number of securities, including Registrable Securities, requested by
stockholders to be included in such offering exceeds the number of securities to be sold (other than by the Company) that the underwriters in their reasonable discretion determine is compatible with the success of the offering, then the Company
shall be required to include in the offering only that number of such securities, including Registrable Securities, which the underwriters and the Company in their sole discretion determine will not jeopardize the success of the offering. If the
underwriters determine that less than all of the Registrable Securities requested to be registered can be included in such offering, then the Registrable Securities that are included in such offering shall be allocated among the selling Holders in
proportion (as nearly as practicable to) the number of Registrable Securities owned by each selling Holder or in such other proportions as shall mutually be agreed to by all such selling Holders. To facilitate the allocation of shares in accordance
with the above provisions, the Company or the underwriters may round the number of shares allocated to any Holder to the nearest one hundred (100) shares. Notwithstanding the foregoing, in no event shall (i) the number of
Registrable Securities included in the offering be reduced unless all other securities (other than securities to be sold by the Company) are first entirely excluded from the offering, or (ii) the number of Registrable Securities included
in the offering be reduced below twenty percent (20%) of the total number of securities included in such offering, unless such offering is the IPO, in which case the selling Holders may be excluded further if the underwriters make the determination
described above and no other stockholder’s securities are included in such offering. For purposes of the provision in this Subsection 2.3(b) concerning apportionment, for any selling Holder that is a partnership, limited liability
company, or corporation, the partners, members, retired partners, 

  
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retired members, stockholders, and Affiliates of such Holder, or the estates and Immediate Family Members of any such partners, retired partners, members, and retired members and any trusts for
the benefit of any of the foregoing Persons, shall be deemed to be a single “selling Holder,” and any pro rata reduction with respect to such “selling Holder” shall be based upon the aggregate number of Registrable Securities
owned by all Persons included in such “selling Holder,” as defined in this sentence. 
 (c)    For purposes
of Subsection 2.1, a registration shall not be counted as “effected” if, as a result of an exercise of the underwriter’s cutback provisions in Subsection 2.3(a), fewer than fifty percent (50%) of the total
number of Registrable Securities that Holders have requested to be included in such registration statement are actually included. 

2.4    Obligations of the Company. Whenever required under this Section 2 to effect the registration of
any Registrable Securities, the Company shall, as expeditiously as reasonably possible: 
 (a)    prepare and file with
the SEC a registration statement with respect to such Registrable Securities and use its commercially reasonable efforts to cause such registration statement to become effective and, upon the request of the Holders of a majority of the Registrable
Securities registered thereunder, keep such registration statement effective for a period of up to one hundred twenty (120) days or, if earlier, until the distribution contemplated in the registration statement has been completed;
provided, however, that (i) such one hundred twenty (120) day period shall be extended for a period of time equal to the period the Holder refrains, at the request of an underwriter of Common Stock (or other
securities) of the Company, from selling any securities included in such registration, and (ii) in the case of any registration of Registrable Securities on Form S-3 that are intended to be offered on a continuous or delayed basis,
subject to compliance with applicable SEC rules, such one hundred twenty (120) day period shall be extended, if necessary, to keep the registration statement effective until all such Registrable Securities are sold; 

(b)    prepare and file with the SEC such amendments and supplements to such registration statement, and the prospectus
used in connection with such registration statement, as may be necessary to comply with the Securities Act in order to enable the disposition of all securities covered by such registration statement; 

(c)    furnish to the selling Holders such numbers of copies of a prospectus, including a preliminary prospectus, as
required by the Securities Act, and such other documents as the Holders may reasonably request in order to facilitate their disposition of their Registrable Securities; 

(d)    use its commercially reasonable efforts to register and qualify the securities covered by such registration
statement under such other securities or blue-sky laws of such jurisdictions as shall be reasonably requested by the selling Holders; provided that the Company shall not be required to qualify to do
business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act; 

  
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 (e)    in the event of any underwritten public offering, enter into and
perform its obligations under an underwriting agreement, in usual and customary form, with the underwriter(s) of such offering; 

(f)    use its commercially reasonable efforts to cause all such Registrable Securities covered by such registration
statement to be listed on a national securities exchange or trading system and each securities exchange and trading system (if any) on which similar securities issued by the Company are then listed; 

(g)    provide a transfer agent and registrar for all Registrable Securities registered pursuant to this Agreement and
provide a CUSIP number for all such Registrable Securities, in each case not later than the effective date of such registration; 

(h)    promptly make available for inspection by the selling Holders, any managing underwriter(s) participating in any
disposition pursuant to such registration statement, and any attorney or accountant or other agent retained by any such underwriter or selected by the selling Holders, all financial and other records, pertinent corporate documents, and properties of
the Company, and cause the Company’s officers, directors, employees, and independent accountants to supply all information reasonably requested by any such seller, underwriter, attorney, accountant, or agent, in each case, as necessary or
advisable to verify the accuracy of the information in such registration statement and to conduct appropriate due diligence in connection therewith; 

(i)    notify each selling Holder, promptly after the Company receives notice thereof, of the time when such registration
statement has been declared effective or a supplement to any prospectus forming a part of such registration statement has been filed; and 

(j)    after such registration statement becomes effective, notify each selling Holder of any request by the SEC that the
Company amend or supplement such registration statement or prospectus. 
 In addition, the Company shall ensure that, at all times after any registration
statement covering a public offering of securities of the Company under the Securities Act shall have become effective, its insider trading policy shall provide that the Company’s directors may implement a trading program under Rule 10b5-1 of the Exchange Act. 
 2.5    Furnish Information. It shall be a
condition precedent to the obligations of the Company to take any action pursuant to this Section 2 with respect to the Registrable Securities of any selling Holder that such Holder shall furnish to the Company such information regarding
itself, the Registrable Securities held by it, and the intended method of disposition of such securities as is reasonably required to effect the registration of such Holder’s Registrable Securities. 

2.6    Expenses of Registration. All expenses (other than Selling Expenses) incurred in connection with
registrations, filings, or qualifications pursuant to Section 2, including all registration, filing, and qualification fees; printers’ and accounting fees; fees and disbursements of counsel for the Company; and the reasonable fees
and disbursements, not to exceed $50,000, of one counsel for the selling Holders (“Selling Holder Counsel”), shall be borne and paid by the 

  
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Company; provided, however, that the Company shall not be required to pay for any expenses of any registration proceeding begun pursuant to Subsection 2.1 if the
registration request is subsequently withdrawn at the request of the Holders of a majority of the Registrable Securities to be registered (in which case all selling Holders shall bear such expenses pro rata based upon the number of Registrable
Securities that were to be included in the withdrawn registration), unless the Holders of a majority of the Registrable Securities agree to forfeit their right to one registration pursuant to Subsections 2.1(a) or 2.1(b), as the
case may be; provided further that if, at the time of such withdrawal, the Holders shall have learned of a material adverse change in the condition, business, or prospects of the Company from that known to the Holders at the time of
their request and have withdrawn the request with reasonable promptness after learning of such information then the Holders shall not be required to pay any of such expenses and shall not forfeit their right to one registration pursuant to
Subsections 2.1(a) or 2.1(b). All Selling Expenses relating to Registrable Securities registered pursuant to this Section 2 shall be borne and paid by the Holders pro rata on the basis of the number of Registrable
Securities registered on their behalf. 
 2.7    Delay of Registration. No Holder shall have any right to obtain
or seek an injunction restraining or otherwise delaying any registration pursuant to this Agreement as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2. 

2.8    Indemnification. If any Registrable Securities are included in a registration statement under this
Section 2: 
 (a)    To the extent permitted by law, the Company will indemnify and hold harmless each
selling Holder, and the partners, members, officers, directors, and stockholders of each such Holder; legal counsel and accountants for each such Holder; any underwriter (as defined in the Securities Act) for each such Holder; and each Person, if
any, who controls such Holder or underwriter within the meaning of the Securities Act or the Exchange Act, against any Damages, and the Company will pay to each such Holder, underwriter, controlling Person, or other aforementioned Person any legal
or other expenses reasonably incurred thereby in connection with investigating or defending any claim or proceeding from which Damages may result, as such expenses are incurred; provided, however, that the indemnity agreement contained
in this Subsection 2.8(a) shall not apply to amounts paid in settlement of any such claim or proceeding if such settlement is effected without the consent of the Company, which consent shall not be unreasonably withheld, nor shall the
Company be liable for any Damages to the extent that they arise out of or are based upon actions or omissions made in reliance upon and in conformity with written information furnished by or on behalf of any such Holder, underwriter, controlling
Person, or other aforementioned Person expressly for use in connection with such registration. 
 (b)    To the extent
permitted by law, each selling Holder, severally and not jointly, will indemnify and hold harmless the Company, and each of its directors, each of its officers who has signed the registration statement, each Person (if any), who controls the Company
within the meaning of the Securities Act, legal counsel and accountants for the Company, any underwriter (as defined in the Securities Act), any other Holder selling securities in such registration statement, and any controlling Person of any such
underwriter or other Holder, against any Damages, in each case only to the extent that such Damages arise out of or are based upon actions or omissions made in reliance upon and in conformity with written information furnished


  
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by or on behalf of such selling Holder expressly for use in connection with such registration; and each such selling Holder will pay to the Company and each other aforementioned Person any legal
or other expenses reasonably incurred thereby in connection with investigating or defending any claim or proceeding from which Damages may result, as such expenses are incurred; provided, however, that the indemnity agreement contained in
this Subsection 2.8(b) shall not apply to amounts paid in settlement of any such claim or proceeding if such settlement is effected without the consent of the Holder, which consent shall not be unreasonably withheld; and provided
further that in no event shall the aggregate amounts payable by any Holder by way of indemnity or contribution under Subsections 2.8(b) and 2.8(d) exceed the proceeds from the offering received by such Holder (net of any
Selling Expenses paid by such Holder), except in the case of fraud or willful misconduct by such Holder. 

(c)    Promptly after receipt by an indemnified party under this Subsection 2.8 of notice of the commencement
of any action (including any governmental action) for which a party may be entitled to indemnification hereunder, such indemnified party will, if a claim in respect thereof is to be made against any indemnifying party under this
Subsection 2.8, give the indemnifying party notice of the commencement thereof. The indemnifying party shall have the right to participate in such action and, to the extent the indemnifying party so desires, participate jointly with any
other indemnifying party to which notice has been given, and to assume the defense thereof with counsel mutually satisfactory to the parties; provided, however, that an indemnified party (together with all other indemnified parties
that may be represented without conflict by one counsel) shall have the right to retain one separate counsel, with the fees and expenses to be paid by the indemnifying party, if representation of such indemnified party by the counsel retained by the
indemnifying party would be inappropriate due to actual or potential differing interests between such indemnified party and any other party represented by such counsel in such action. The failure to give notice to the indemnifying party within a
reasonable time of the commencement of any such action shall relieve such indemnifying party of any liability to the indemnified party under this Subsection 2.8 only to the extent that such failure materially prejudices the indemnifying
party’s ability to defend such action. The failure to give notice to the indemnifying party will not relieve it of any liability that it may have to any indemnified party otherwise than under this Subsection 2.8. 

(d)    To provide for just and equitable contribution to joint liability under the Securities Act in any case in which
either: (i) any party otherwise entitled to indemnification hereunder makes a claim for indemnification pursuant to this Subsection 2.8 but it is judicially determined (by the entry of a final judgment or decree by a court of
competent jurisdiction and the expiration of time to appeal or the denial of the last right of appeal) that such indemnification may not be enforced in such case, notwithstanding the fact that this Subsection 2.8 provides for
indemnification in such case, or (ii) contribution under the Securities Act may be required on the part of any party hereto for which indemnification is provided under this Subsection 2.8, then, and in each such case, such
parties will contribute to the aggregate losses, claims, damages, liabilities, or expenses to which they may be subject (after contribution from others) in such proportion as is appropriate to reflect the relative fault of each of the indemnifying
party and the indemnified party in connection with the statements, omissions, or other actions that resulted in such loss, claim, damage, liability, or expense, as well as to reflect any other relevant equitable considerations. The relative fault of
the indemnifying party and of the indemnified party shall be determined by reference to, among other things, whether the untrue or allegedly untrue statement of a material 

  
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fact, or the omission or alleged omission of a material fact, relates to information supplied by the indemnifying party or by the indemnified party and the parties’ relative intent,
knowledge, access to information, and opportunity to correct or prevent such statement or omission; provided, however, that, in any such case (x) no Holder will be required to contribute any amount in excess of the public offering
price of all such Registrable Securities offered and sold by such Holder pursuant to such registration statement, and (y) no Person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities
Act) will be entitled to contribution from any Person who was not guilty of such fraudulent misrepresentation; and provided further that in no event shall a Holder’s liability pursuant to this Subsection 2.8(d), when
combined with the amounts paid or payable by such Holder pursuant to Subsection 2.8(b), exceed the proceeds from the offering received by such Holder (net of any Selling Expenses paid by such Holder), except in the case of willful
misconduct or fraud by such Holder. 
 (e)    Notwithstanding the foregoing, to the extent that the provisions on
indemnification and contribution contained in the underwriting agreement entered into in connection with the underwritten public offering are in conflict with the foregoing provisions, the provisions in the underwriting agreement shall control. 

(f)    Unless otherwise superseded by an underwriting agreement entered into in connection with the underwritten public
offering, the obligations of the Company and Holders under this Subsection 2.8 shall survive the completion of any offering of Registrable Securities in a registration under this Section 2, and otherwise shall survive the
termination of this Agreement. 
 2.9    Reports Under Exchange Act. With a view to making available to the
Holders the benefits of SEC Rule 144 and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3, the Company shall: 
 (a)    make and keep available adequate current public
information, as those terms are understood and defined in SEC Rule 144, at all times after the effective date of the registration statement filed by the Company for the IPO; 

(b)    use commercially reasonable efforts to file with the SEC in a timely manner all reports and other documents
required of the Company under the Securities Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements); and 

(c)    furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) to the
extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of the registration statement filed by the Company for the
IPO), the Securities Act, and the Exchange Act (at any time after the Company has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after the Company
so qualifies); and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC that permits the selling of any such securities without registration (at any time after the Company
has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S-3 (at any time after the Company so qualifies to use such form). 

  
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 2.10    Limitations on Subsequent Registration Rights. From and
after the date of this Agreement, the Company shall not, without the prior written consent of the Holders of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities
of the Company that would (i) allow such holder or prospective holder to include such securities in any registration unless, under the terms of such agreement, such holder or prospective holder may include such securities in any such
registration only to the extent that the inclusion of such securities will not reduce the number of the Registrable Securities of the Holders that are included; or (ii) allow such holder or prospective holder to initiate a demand for
registration of any securities held by such holder or prospective holder; provided that this limitation shall not apply to Registrable Securities acquired by any additional Investor that becomes a party to this Agreement in accordance with
Subsection 6.9. 
 2.11    “Market Stand-off”
Agreement. Each Holder hereby agrees that it will not, without the prior written consent of the managing underwriter, during the period commencing on the date of the final prospectus relating to the registration by the Company for its own behalf
of shares of its Common Stock or any other equity securities under the Securities Act on a registration statement on Form S-1 or Form S-3, and ending on the date
specified by the Company and the managing underwriter (such period not to exceed one hundred eighty (180) days in the case of the IPO, or such other period as may be requested by the Company or an underwriter to accommodate regulatory
restrictions on (1) the publication or other distribution of research reports, and (2) analyst recommendations and opinions, including, but not limited to, the restrictions contained in FINRA Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor
provisions or amendments thereto), or ninety (90) days in the case of any registration other than the IPO, or such other period as may be requested by the Company or an underwriter to accommodate regulatory restrictions on (1) the publication or
other distribution of research reports and (2) analyst recommendations and opinions, including, but not limited to, the restrictions contained in FINRA Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto), (i)
lend; offer; pledge; sell; contract to sell; sell any option or contract to purchase; purchase any option or contract to sell; grant any option, right, or warrant to purchase; or otherwise transfer or dispose of, directly or indirectly, any shares
of Common Stock or any securities convertible into or exercisable or exchangeable (directly or indirectly) for Common Stock held immediately before the effective date of the registration statement for such offering or (ii) enter into any swap
or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (i) or (ii) above is to be settled by delivery of Common Stock or
other securities, in cash, or otherwise. The foregoing provisions of this Subsection 2.11 shall not apply to the sale of any shares to an underwriter pursuant to an underwriting agreement, or the transfer of any shares to any trust for the
direct or indirect benefit of the Holder or the immediate family of the Holder, provided that the trustee of the trust agrees to be bound in writing by the restrictions set forth herein, and provided further that any such
transfer shall not involve a disposition for value, and shall be applicable to the Holders only if all officers and directors are subject to the same restrictions and the Company uses commercially reasonable efforts to obtain a similar agreement
from all stockholders individually owning more than one percent (1%) of the Company’s outstanding Common Stock (after giving effect to conversion into Common Stock of all outstanding Series B Preferred Stock and Series C Preferred


  
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Stock). The underwriters in connection with such registration are intended third-party beneficiaries of this Subsection 2.11 and shall have the right, power and authority to enforce
the provisions hereof as though they were a party hereto. Each Holder further agrees to execute such agreements as may be reasonably requested by the underwriters in connection with such registration that are consistent with this
Subsection 2.11 or that are necessary to give further effect thereto. 
 2.12    Restrictions on
Transfer. 
 (a)    The Series B Preferred Stock, Series C Preferred Stock and the Registrable
Securities shall not be sold, pledged, or otherwise transferred, and the Company shall not recognize and shall issue stop-transfer instructions to its transfer agent with respect to any such sale, pledge, or transfer, except upon the conditions
specified in this Agreement, which conditions are intended to ensure compliance with the provisions of the Securities Act. A transferring Holder will cause any proposed purchaser, pledgee, or transferee of the Series B Preferred Stock,
Series C Preferred Stock and the Registrable Securities held by such Holder to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Agreement. In addition, except as otherwise
expressly permitted by Section 7 of Article IV(B) of the Certificate of Incorporation, the Founder Preferred Stock shall not be sold, pledged or other otherwise transferred, and the Company shall not recognize and shall issue
stop-transfer instructions to its transfer agent with respect to any such sale, pledge, or transfer, unless such transfer is approved in writing in advance by the holders of a majority of the Registrable Securities issued or issuable upon conversion
of the Series B Preferred Stock and Series C Preferred Stock. 
 (b)    Each certificate,
instrument, or book entry representing (i) the Series B Preferred Stock, (ii) the Series C Preferred Stock; (iii) the Registrable Securities, (iv) the Founder Preferred Stock and
(v) any other securities issued in respect of the securities referenced in clauses (i) through (iv), upon any stock split, stock dividend, recapitalization, merger, consolidation, or similar event, shall (unless otherwise
permitted by the provisions of Subsection 2.12(c)) be notated with a legend substantially in the following form: 
 THE
SECURITIES REPRESENTED HEREBY HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. SUCH SHARES MAY NOT BE SOLD, PLEDGED, OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR A VALID EXEMPTION FROM THE
REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF SAID ACT. 
 THE SECURITIES REPRESENTED HEREBY MAY BE TRANSFERRED ONLY IN ACCORDANCE
WITH THE TERMS OF AN AGREEMENT BETWEEN THE COMPANY AND THE STOCKHOLDER, A COPY OF WHICH IS ON FILE WITH THE SECRETARY OF THE COMPANY. 
 The Holders consent
to the Company making a notation in its records and giving instructions to any transfer agent of the Restricted Securities in order to implement the restrictions on transfer set forth in this Subsection 2.12. 

  
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 (c)    The holder of such Restricted Securities, by acceptance of
ownership thereof, agrees to comply in all respects with the provisions of this Section 2. Before any proposed sale, pledge, or transfer of any Restricted Securities, unless there is in effect a registration statement under the
Securities Act covering the proposed transaction, the Holder thereof shall give notice to the Company of such Holder’s intention to effect such sale, pledge, or transfer. Each such notice shall describe the manner and circumstances of the
proposed sale, pledge, or transfer in sufficient detail and, if reasonably requested by the Company, shall be accompanied at such Holder’s expense by either (i) a written opinion of legal counsel who shall, and whose legal opinion
shall, be reasonably satisfactory to the Company, addressed to the Company, to the effect that the proposed transaction may be effected without registration under the Securities Act; (ii) a “no action” letter from the SEC to
the effect that the proposed sale, pledge, or transfer of such Restricted Securities without registration will not result in a recommendation by the staff of the SEC that action be taken with respect thereto; or (iii) any other evidence
reasonably satisfactory to counsel to the Company to the effect that the proposed sale, pledge, or transfer of the Restricted Securities may be effected without registration under the Securities Act, whereupon the Holder of such Restricted
Securities shall be entitled to sell, pledge, or transfer such Restricted Securities in accordance with the terms of the notice given by the Holder to the Company. The Company will not require such a legal opinion or “no action” letter
(x) in any transaction in compliance with SEC Rule 144; or (y) in any transaction in which such Holder distributes Restricted Securities to an Affiliate of such Holder for no consideration; provided that each
transferee agrees in writing to be subject to the terms of this Subsection 2.12. Each certificate, instrument, or book entry representing the Restricted Securities transferred as above provided shall be notated with, except if such
transfer is made pursuant to SEC Rule 144, the appropriate restrictive legend set forth in Subsection 2.12(b), except that such certificate instrument, or book entry shall not be notated with such restrictive legend if, in the opinion of
counsel for such Holder and the Company, such legend is not required in order to establish compliance with any provisions of the Securities Act. 

2.13    Termination of Registration Rights. The right of any Holder to request registration or inclusion of
Registrable Securities in any registration pursuant to Subsections 2.1 or 2.2 shall terminate upon the earliest to occur of: 

(a)    the closing of a Deemed Liquidation Event, as such term is defined in the Certificate of Incorporation; 

(b)    such time after consummation of the IPO as Rule 144 or another similar exemption under the Securities Act is
available for the sale of all of such Holder’s shares without limitation during a three-month period without registration; 

(c)    the fifth (5th) anniversary of the IPO. 

3.    Information and Observer Rights. 

3.1    Delivery of Financial Statements. The Company shall deliver to each Major Investor: 

(a)    as soon as practicable, but in any event within ninety (90) days after the end of each fiscal year of the
Company (i) a balance sheet as of the end of such year, (ii) statements of income and of cash flows for such year, and (iii) a statement of stockholders’ equity as of the end of such year, with all such
financial statements for fiscal year 2019 and following audited and certified by independent public accountants of nationally recognized standing selected by the Company; 

  
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 (b)    as soon as practicable, but in any event within forty-five
(45) days after the end of each of the first three (3) quarters of each fiscal year of the Company, unaudited statements of income and cash flows for such fiscal quarter, and an unaudited balance sheet as of the end of such fiscal
quarter, all prepared in accordance with GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments; and (ii) not contain all notes thereto that may be required in accordance with
GAAP); and 
 (c)    as soon as practicable, but in any event within forty-five (45) days after the end of each of
the first three (3) quarters of each fiscal year of the Company, a statement showing the number of shares of each class and series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at
the end of the period, the Common Stock issuable upon conversion or exercise of any outstanding securities convertible or exercisable for Common Stock and the exchange ratio or exercise price applicable thereto, and the number of shares of issued
stock options and stock options not yet issued but reserved for issuance, if any, all in sufficient detail as to permit the Major Investors to calculate their respective percentage equity ownership in the Company, and certified by the chief
financial officer or chief executive officer of the Company as being true, complete, and correct. 
 Notwithstanding anything else in this
Subsection 3.1 to the contrary, the Company shall not be obligated under this Subsection 3.1 to provide information (i) that the Company reasonably determines in good faith to be a trade
secret or confidential information; provided, however, that normal and customary financial information and data appearing in the Company’s financial statements shall not be deemed to be a trade secret or confidential information for purposes of
this paragraph; or (ii) the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel. 
 If, for
any period, the Company has any subsidiary whose accounts are consolidated with those of the Company, then in respect of such period the financial statements delivered pursuant to the foregoing sections shall be the consolidated and consolidating
financial statements of the Company and all such consolidated subsidiaries. Notwithstanding anything else in this Subsection 3.1 to the contrary, the Company may cease providing the information set forth in this
Subsection 3.1 during the period starting with the date thirty (30) days before the Company’s good-faith estimate of the date of filing of a registration statement if it reasonably concludes it must do so to
comply with the SEC rules applicable to such registration statement and related offering; provided that the Company’s covenants under this Subsection 3.1 shall be reinstated at such time as the Company is no
longer actively employing its commercially reasonable efforts to cause such registration statement to become effective. 

3.2    Inspection. The Company shall permit each Major Investor, at such Major Investor’s expense, to visit
and inspect the Company’s properties; examine its books of account 

  
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and records; and discuss the Company’s affairs, finances, and accounts with its officers, during normal business hours of the Company as may be reasonably requested by the Major Investor;
provided, however, that the Company shall not be obligated pursuant to this Subsection 3.2 to provide access to any information that it reasonably and in good faith considers to be a trade secret or confidential information
(unless covered by an enforceable confidentiality agreement, in form acceptable to the Company) or the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel. 

3.3    Observer Rights. As long as Northpond Ventures, LP owns shares of the capital stock of the Company, the
Company shall invite a representative of Northpond Ventures, LP to attend all meetings of the Board of Directors in a nonvoting observer capacity and, in this respect, shall give such representative copies of all notices, minutes, consents, and
other materials that it provides to its directors at the same time and in the same manner as provided to such directors; provided, however, that such representative shall agree to hold in confidence and trust and to act in a fiduciary manner with
respect to all information so provided; and provided further, that the Company reserves the right to withhold any information and to exclude such representative from any meeting or portion thereof if access to such information or attendance at such
meeting could adversely affect the attorney-client privilege between the Company and its counsel or result in disclosure of trade secrets or a conflict of interest, if such Investor or its representative is a competitor of the Company. 

3.4    Termination of Information Rights and Observer Rights. The covenants set forth in
Subsection 3.1, Subsection 3.2 and Subsection 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company first
becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Certificate of
Incorporation, whichever event occurs first. 
 3.5    Confidentiality. Each Investor agrees that such Investor
will keep confidential and will not disclose, divulge, or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of
the Company’s intention to file a registration statement), unless such confidential information (a) is known or becomes known to the public in general (other than as a result of a breach of this Subsection 3.5 by such Investor), (b)
is or has been independently developed or conceived by such Investor without use of the Company’s confidential information, or (c) is or has been made known or disclosed to such Investor by a third party without a breach of any obligation of
confidentiality such third party may have to the Company; provided, however, that an Investor may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent
necessary to obtain their services in connection with monitoring its investment in the Company; (ii) to any prospective purchaser of any Registrable Securities from such Investor, if such prospective purchaser agrees to be bound by the
provisions of this Subsection 3.5; (iii) to any existing or prospective Affiliate, partner, member, stockholder, or wholly owned subsidiary of such Investor in the ordinary course of business, provided that such
Investor informs such Person that such information is confidential and directs such Person to maintain the confidentiality of such information; or (iv) as may otherwise be required by law, regulation, rule, court order or subpoena,
provided that such Investor promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure. 

  
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 4.    Rights to Future Stock Issuances. 

4.1    Right of First Offer. Subject to the terms and conditions of this Subsection 4.1 and applicable
securities laws, if the Company proposes to offer or sell any New Securities, the Company shall first offer such New Securities to each Major Investor. A Major Investor shall be entitled to apportion the right of first offer hereby granted to it in
such proportions as it deems appropriate, among (i) itself, (ii) its Affiliates and (iii) its beneficial interest holders, such as limited partners, members or any other Person having “beneficial ownership,” as such
term is defined in Rule 13d-3 promulgated under the Exchange Act, of such Major Investor (“Investor Beneficial Owners”); provided that each such Affiliate or Investor Beneficial Owner agrees to enter into this Agreement and
each of the Voting Agreement and Right of First Refusal and Co-Sale Agreement of even date herewith among the Company, the Investors and the other parties named therein, as an “Investor” under each such agreement. 

(a)    The Company shall give notice (the “Offer Notice”) to each Major Investor, stating (i) its
bona fide intention to offer such New Securities, (ii) the number of such New Securities to be offered, and (iii) the price and terms, if any, upon which it proposes to offer such New Securities. 

(b)    By notification to the Company within twenty (20) days after the Offer Notice is given, each Major Investor
may elect to purchase or otherwise acquire, at the price and on the terms specified in the Offer Notice, up to that portion of such New Securities which equals the proportion that the Common Stock then held by such Major Investor (including all
shares of Common Stock then issuable (directly or indirectly) upon conversion and/or exercise, as applicable, of the Series B Preferred Stock, the Series C Preferred Stock and any other Derivative Securities then held by such
Major Investor) bears to the total Common Stock of the Company then held by all the Major Investors (including all shares of Common Stock issuable (directly or indirectly) upon conversion and/or exercise, as applicable, of the Series B
Preferred Stock, the Series C Preferred Stock and any other Derivative Securities then held by all the Major Investors) (such portion of such New Securities, the “Pro Rata Amount”). At the expiration of such twenty
(20) day period, the Company shall promptly notify each Major Investor that elects to purchase or acquire all the shares available to it (each, a “Fully Exercising Investor”) of any other Major Investor’s failure to
do likewise. During the ten (10) day period commencing after the Company has given such notice, each Fully Exercising Investor may, by giving notice to the Company, elect to purchase or acquire, in addition to the number of shares
specified above, up to that portion of the New Securities for which Major Investors were entitled to subscribe but that were not subscribed for by the Major Investors which is equal to the proportion that the Common Stock issued and held, or
issuable (directly or indirectly) upon conversion and/or exercise, as applicable, of Series B Preferred Stock, Series C Preferred Stock and any other Derivative Securities then held, by such Fully Exercising Investor bears to
the Common Stock issued and held, or issuable (directly or indirectly) upon conversion and/or exercise, as applicable, of the Series B Preferred Stock, the Series C Preferred Stock and any other Derivative Securities then
held, by all Fully Exercising Investors who wish to purchase such unsubscribed shares. The closing of any sale pursuant to this Subsection 4.1(b) shall occur within the later of ninety (90) days of the date that the Offer Notice is given
and the date of initial sale of New Securities pursuant to Subsection 4.1(c). 

  
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 (c)    If all New Securities referred to in the Offer
Notice are not elected to be purchased or acquired as provided in Subsection 4.1(b), the Company may, during the ninety (90) day period following the expiration of the periods provided in Subsection 4.1(b), offer
and sell the remaining unsubscribed portion of such New Securities to any Person or Persons at a price not less than, and upon terms no more favorable to the offeree than, those specified in the Offer Notice. If the Company does not enter into an
agreement for the sale of the New Securities within such period, or if such agreement is not consummated within thirty (30) days of the execution thereof, the right provided hereunder shall be deemed to be revived and such New Securities
shall not be offered unless first reoffered to the Major Investors in accordance with this Subsection 4.1. 

(d)    The right of first offer in this Subsection 4.1 shall not be applicable to (i) Exempted
Securities (as defined in the Certificate of Incorporation); and (ii) shares of Common Stock issued in the IPO. 

4.2    Termination. The covenants set forth in Subsection 4.1 shall terminate and be of no further
force or effect (i) immediately before the consummation of the IPO, or (ii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Certificate of Incorporation, whichever event occurs first. 

5.    Additional Covenants. 

5.1    Employee Agreements. The Company will cause (i) each Person now or hereafter employed by it or by any
subsidiary (or engaged by the Company or any subsidiary as a consultant/independent contractor) with access to confidential information and/or trade secrets to enter into a nondisclosure and proprietary rights assignment agreement; and
(ii) each Key Employee to enter into a one (1) year nonsolicitation agreement and, if and to the extent legally permissible and/or enforceable in a jurisdiction in which a given employee is employed, a one
(1) year noncompetition agreement, each substantially in the form approved by the Board of Directors. In addition, the Company shall not amend, modify, terminate, waive, or otherwise alter, in whole or in part, any of the
above-referenced agreements or any restricted stock agreement between the Company and any employee, without the consent of at least a majority of the Series B Directors. 

5.2    Employee Stock. Unless otherwise approved by the Board of Directors, including (i) at least a majority
of the Series B Directors and (ii) in the event any applicable employee or consultant is an affiliate of PBM, the Series C Director, all future employees and consultants of the Company who purchase, receive
options to purchase, or receive awards of shares of the Company’s capital stock after the date hereof shall be required to execute restricted stock or option agreements, as applicable, providing for (i) vesting of shares over a four
(4) year period, with the first twenty-five percent (25%) of such shares vesting following twelve (12) months of continued employment or service, and the remaining shares vesting in equal monthly installments over the
following thirty-six (36) months, and (ii) a market stand-off provision substantially similar to that in Subsection 2.11. Without the prior approval by the Board of Directors, including (i) at least a
majority of the Series B Directors and (ii) in the event any applicable employee or consultant is an affiliate of PBM, the Series C Director, the Company shall not on or after the date


  
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hereof amend, modify, terminate, waive or otherwise alter, in whole or in part, any stock purchase, stock restriction or option agreement with any existing employee or service provider if such
amendment would cause it to be inconsistent with this Subsection 5.2. In addition, unless otherwise approved by the Board of Directors, including at least a majority of the Series B Directors, or unless otherwise stated in a
written agreement existing as of the date hereof between an employee and the Company, the Company shall retain (and not waive) a “right of first refusal” on employee transfers until the Company’s IPO and shall have the right to
repurchase unvested shares at cost upon termination of employment of a holder of restricted stock. 
 5.3    Matters
Requiring Preferred Director Approval. In addition to any other approvals required under the Certificate of Incorporation or applicable law, so long as the holders of Series B Preferred Stock are entitled to elect a Series B
Director, or the holders of Series C Preferred Stock are entitled to elect a Series C Director, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors,
which approval must include the affirmative vote of (i) at least a majority of the Series B Directors and (ii) in the event any applicable transaction is with PBM or an affiliate of PBM, the Series C
Director: 
 (a)    make, or permit any subsidiary to make, any loan or advance to, or own any stock or other
securities of, any subsidiary or other corporation, partnership, or other entity unless it is wholly owned by the Company; 

(b)    make, or permit any subsidiary to make, any loan or advance to any Person, including, without limitation, any
employee or director of the Company or any subsidiary, except advances and similar expenditures in the ordinary course of business or under the terms of an employee stock or option plan approved by the Board of Directors; 

(c)    guarantee, directly or indirectly, or permit any subsidiary to guarantee, directly or indirectly, any indebtedness
except for trade accounts of the Company or any subsidiary arising in the ordinary course of business; 
 (d)    make
any investment inconsistent with any investment policy approved by the Board of Directors; 
 (e)    approve any annual
operating budget or make any material revision to any annual operating budget previously approved; 
 (f)    incur any
indebtedness or authorize any expenditure or any commitment to make any expenditure not contemplated by an annual operating budget that has been approved by the Board of Directors pursuant to Section 5.3(e); 

(g)    enter into or be a party to any transaction with any director, officer, or employee of the Company or any
“associate” (as defined in Rule 12b-2 promulgated under the Exchange Act) of any such Person, including without limitation any “management bonus” or similar plan providing payments to
employees in connection with a Deemed Liquidation Event, as such term is defined in the Certificate of Incorporation, except for transactions entered into prior to the date hereof or contemplated by this Agreement; 

  
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 (h)    amend the material terms of any agreement or transaction with
any director or executive officer of the Company or any “associate” (as defined in Rule 12b-2 promulgated under the Exchange Act) of any such Person that is authorized pursuant to Section 5.3(g); 

(i)    hire, terminate, or change the compensation of the executive officers, including approving any option grants or
stock awards to executive officers; 
 (j)    change the principal business of the Company, enter new lines of
business, or exit the current line of business; 
 (k)    sell, assign, license, pledge, or encumber material
technology or intellectual property, other than licenses granted in the ordinary course of business; or 
 (l)    enter
into any corporate strategic relationship, other than any such strategic relationships entered into prior to the date hereof, involving the payment, contribution, or assignment by the Company or to the Company of money or assets greater than
$200,000. 
 5.4    Board Matters. Unless otherwise determined by the vote of a majority of the directors then in
office, including at least a majority of the Preferred Directors, the Board of Directors shall meet at least quarterly in accordance with an agreed-upon schedule. The Company shall reimburse the nonemployee directors for all reasonable out-of-pocket travel expenses incurred (consistent with the Company’s travel policy) in connection with attending meetings of the Board of Directors. Each Preferred
Director shall be entitled in such person’s discretion to be a member of any committee of the Board of Directors. 

5.5    Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges
into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the
obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, the Certificate of Incorporation,
or elsewhere, as the case may be. 
 5.6    Indemnification Matters. The Company hereby acknowledges that
one (1) or more of the directors nominated to serve on the Board of Directors by the Investors (each an “Investor Director”) may have certain rights to indemnification, advancement of expenses and/or insurance provided by one
or more of the Investors and certain of their Affiliates (collectively, the “Investor Indemnitors”). The Company hereby agrees (a) that it is the indemnitor of first resort (i.e., its obligations to any such Investor
Director are primary and any obligation of the Investor Indemnitors to advance expenses or to provide indemnification for the same expenses or liabilities incurred by such Investor Director are secondary), (b) that it shall be required to advance
the full amount of expenses incurred by such Investor Director and shall be liable for the full amount of all expenses, judgments, penalties, fines and amounts paid in settlement by or on behalf of any such Investor Director to the extent legally
permitted and as required by the Company’s Certificate of Incorporation or Bylaws of the Company (or any agreement between the Company and such Investor Director), without regard to any rights such Investor Director may have against the


  
 21 













 
Investor Indemnitors, and, (c) that it irrevocably waives, relinquishes and releases the Investor Indemnitors from any and all claims against the Investor Indemnitors for contribution,
subrogation or any other recovery of any kind in respect thereof. The Company further agrees that no advancement or payment by the Investor Indemnitors on behalf of any such Investor Director with respect to any claim for which such Investor
Director has sought indemnification from the Company shall affect the foregoing and the Investor Indemnitors shall have a right of contribution and/or be subrogated to the extent of such advancement or payment to all of the rights of recovery of
such Investor Director against the Company. The Investor Directors and the Investor Indemnitors are intended third-party beneficiaries of this Subsection 5.6 and shall have the right, power and authority to enforce the provisions of this
Subsection 5.6 as though they were a party to this Agreement. 
 5.7    Right to Conduct Activities.
The Company hereby agrees and acknowledges that each of PBM (together with its Affiliates), Northpond Ventures LP (together with its Affiliates), and Sands Capital Global Venture Fund II, L.P. (together with its Affiliates, and with PBM and
Northpond Ventures LP and their Affiliates collectively, the “Funds”) is a professional investment organization, and as such reviews the business plans and related proprietary information of many enterprises, some of which may
compete directly or indirectly with the Company’s business (as currently conducted or as currently propose to be conducted). The Company hereby agrees that, to the extent permitted under applicable law, the Funds (and their Affiliates) shall
not be liable to the Company for any claim arising out of, or based upon, (i) the investment by the Funds (or their Affiliates) in any entity competitive with the Company, or (ii) actions taken by any partner, officer, employee or
other representative of the Funds (or their Affiliates) to assist any such competitive company, whether or not such action was taken as a member of the board of directors of such competitive company or otherwise, and whether or not such action has a
detrimental effect on the Company; provided, however, that the foregoing shall not relieve (x) any of the Investors from liability associated with the unauthorized disclosure of the Company’s confidential information obtained
pursuant to this Agreement, or (y) any director or officer of the Company from any liability associated with his or her fiduciary duties to the Company. A Major Investor may display the Company’s name and logo on its website and
other promotional material for the sole purpose of advertising that such Major Investor purchased securities of the Company. 

5.8    Insurance. For so long as a Preferred Director is serving on the Board of Directors, the Company shall not
cease to maintain a Directors and Officers liability insurance policy in an amount of at least three (3) million dollars unless approved by a majority of the Preferred Directors, including the Series C Director, and the Company
shall annually, within one hundred twenty (120) days after the end of each fiscal year of the Company, deliver to each Preferred Director a certification that such a Directors and Officers liability insurance policy remains in effect.

 5.9    Termination of Covenants. The covenants set forth in this Section 5, except for
Subsections 5.5, 5.6 and 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, or (ii) upon a Deemed Liquidation Event, as such term is defined
in the Certificate of Incorporation, whichever event occurs first. 

  
 22 













 6.    Miscellaneous. 

6.1    Successors and Assigns. The rights under this Agreement may be assigned (but only with all related
obligations) by a Holder to a transferee of Registrable Securities that (i) is an Affiliate of a Holder; (ii) is a Holder’s Immediate Family Member or trust for the benefit of an individual Holder or one or more of such
Holder’s Immediate Family Members; or (iii) after such transfer, holds at least 100,000 shares of Registrable Securities (subject to appropriate adjustment for stock splits, stock dividends, combinations, and other
recapitalizations); provided, however, that (x) the Company is, within a reasonable time after such transfer, furnished with written notice of the name and address of such transferee and the Registrable Securities with
respect to which such rights are being transferred; and (y) such transferee agrees in a written instrument delivered to the Company to be bound by and subject to the terms and conditions of this Agreement, including the provisions of
Subsection 2.11. For the purposes of determining the number of shares of Registrable Securities held by a transferee, the holdings of a transferee (1) that is an Affiliate or stockholder of a Holder; (2) who is a
Holder’s Immediate Family Member; or (3) that is a trust for the benefit of an individual Holder or such Holder’s Immediate Family Member shall be aggregated together and with those of the transferring Holder; provided
further that all transferees who would not qualify individually for assignment of rights shall, as a condition to the applicable transfer, establish a single
attorney-in-fact for the purpose of exercising any rights, receiving notices, or taking any action under this Agreement. The terms and conditions of this Agreement inure
to the benefit of and are binding upon the respective successors and permitted assignees of the parties. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors
and permitted assignees any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided herein. 

6.2    Governing Law. This Agreement shall be governed by the internal law of the State of Delaware, without regard
to conflict of law principles that would result in the application of any law other than the law of the State of Delaware. 

6.3    Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same instrument. Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with the U.S. federal ESIGN Act of 2000,
e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes. 

6.4    Titles and Subtitles. The titles and subtitles used in this Agreement are for convenience only and are not
to be considered in construing or interpreting this Agreement. 
 6.5    Notices. 

(a)    All notices and other communications given or made pursuant to this Agreement shall be in writing and shall be
deemed effectively given upon the earlier of actual receipt or (i) personal delivery to the party to be notified; (ii) when sent, if sent by electronic mail during the recipient’s normal business hours, and if not sent during
normal business hours, then on the recipient’s next business day; (iii) five (5) days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (iv) one
(1) business day after the business day of deposit with a nationally recognized overnight courier, freight prepaid, specifying 

  
 23 













 
next-day delivery, with written verification of receipt. All communications shall be sent to the respective parties at their addresses as set forth on Schedule A hereto, or to the
principal office of the Company and to the attention of the Chief Executive Officer, in the case of the Company, or to such email address or address as subsequently modified by written notice given in accordance with this Subsection 6.5.
If notice is given to the Company, a copy shall also be sent to William Collins, Goodwin Procter LLP, 100 Northern Avenue, Boston, MA 02210 

(b)    Consent to Electronic Notice. Each Investor consents to the delivery of any stockholder notice pursuant to
the Delaware General Corporation Law (the “DGCL”), as amended or superseded from time to time, by electronic transmission pursuant to Section 232 of the DGCL (or any successor thereto) at the electronic mail address set forth
below such Investor’s name on the Schedules hereto, as updated from time to time by notice to the Company, or as on the books of the Company. To the extent that any notice given by means of electronic transmission is returned or undeliverable
for any reason, the foregoing consent shall be deemed to have been revoked until a new or corrected electronic mail address has been provided, and such attempted Electronic Notice shall be ineffective and deemed to not have been given. Each Investor
agrees to promptly notify the Company of any change in such stockholder’s electronic mail address, and that failure to do so shall not affect the foregoing. 

6.6    Amendments and Waivers. Any term of this Agreement may be amended, modified or terminated and the observance
of any term of this Agreement may be waived (either generally or in a particular instance, and either retroactively or prospectively) only with the written consent of (i) the Company, (ii) the holders of at least a majority of the
Registrable Securities then outstanding, and (iii) the holders of a majority of the then-outstanding shares of Founder Preferred Stock; provided that the Company may in its sole discretion waive compliance with
Subsection 2.12(c) (and the Company’s failure to object promptly in writing after notification of a proposed assignment allegedly in violation of Subsection 2.12(c) shall be deemed to be a waiver); and provided
further that any provision hereof may be waived by any waiving party on such party’s own behalf, without the consent of any other party. Notwithstanding the foregoing, (a) this Agreement may not be amended, modified or
terminated and the observance of any term hereof may not be waived with respect to any Investor without the written consent of such Investor, unless such amendment, modification, termination, or waiver applies to all Investors in the same fashion
(it being agreed that a waiver of the provisions of Section 4 with respect to a particular transaction shall be deemed to apply to all Investors in the same fashion if such waiver does so by its terms, notwithstanding the fact that
certain Investors may nonetheless, by agreement with the Company, purchase securities in such transaction); provided, that in the event that (x) the right of first offer in Section 4 is waived with respect to any issuance of
New Securities and (y) one or more of the Major Investors that consented to such waiver (each, a “Waiving Major Investor”) nevertheless purchases any such New Securities, each Major Investor that is not a Waiving Major
Investor and did not so purchase shall be entitled to purchase their Pro Rata Amount in such offering (or, if applicable, such lesser amount corresponding to the proportionate amount of New Securities purchased by the Waiving Major Investor
purchasing the largest portion of such Waiving Major Investor’s Pro Rata Amount), (b) Subsection 3.3, the approval rights of the Series C Director under Section 5, and clause (a) and
(b) of this Section 6.6 shall not be amended, modified or waived without the written consent of the holders of a majority of the shares of Series C Preferred Stock then outstanding,
(c) Subsections 3.1 and 3.2, Section 4 and any other section of this Agreement applicable to the Major Investors (including this clause (c) of this Subsection 6.6) may not be


  
 24 













 
amended, modified, terminated or waived without the written consent of the holders of at least a majority of the Registrable Securities then outstanding and held by the Major Investors.
Notwithstanding the foregoing, Schedule A hereto may be amended by the Company from time to time to add transferees of any Registrable Securities in compliance with the terms of this Agreement without the consent of the other parties;
and Schedule A hereto may also be amended by the Company after the date of this Agreement without the consent of the other parties to add information regarding any additional Investor who becomes a party to this Agreement in accordance
with Subsection 6.9. The Company shall give prompt notice of any amendment, modification or termination hereof or waiver hereunder to any party hereto that did not consent in writing to such amendment, modification, termination, or
waiver. Any amendment, modification, termination, or waiver effected in accordance with this Subsection 6.6 shall be binding on all parties hereto, regardless of whether any such party has consented thereto. No waivers of or exceptions
to any term, condition, or provision of this Agreement, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any such term, condition, or provision. Notwithstanding the foregoing,
Section 5.7 shall not be amended without the written approval of Sands Capital Venture Fund II, L.P. 

6.7    Severability. In case any one or more of the provisions contained in this Agreement is for any reason held
to be invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, and such invalid, illegal, or unenforceable provision shall be reformed and construed so
that it will be valid, legal, and enforceable to the maximum extent permitted by law. 
 6.8    Aggregation of
Stock. All shares of Registrable Securities held or acquired by Affiliates shall be aggregated together for the purpose of determining the availability of any rights under this Agreement and such Affiliated persons may apportion such rights as
among themselves in any manner they deem appropriate. 
 6.9    Additional Investors. Notwithstanding anything to
the contrary contained herein, if the Company issues additional shares of the Company’s Series C Preferred Stock after the date hereof, whether pursuant to the Purchase Agreement or otherwise, any purchaser of such shares of
Series C Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No
action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor”
hereunder. 
 6.10    Entire Agreement. This Agreement (including any Schedules and Exhibits hereto) constitutes
the full and entire understanding and agreement among the parties with respect to the subject matter hereof, and any other written or oral agreement relating to the subject matter hereof existing between the parties is expressly canceled. Upon the
effectiveness of this Agreement, the Prior Agreement shall be deemed amended and restated and superseded and replaced in its entirety by this Agreement, and shall be of no further force or effect. 

6.11    Dispute Resolution. The parties (a) hereby irrevocably and unconditionally submit to the jurisdiction
of the state courts of the State of Delaware and to the jurisdiction of the United States District Court for the District of District of Delaware for the purpose of any suit, 

  
 25 













 
action or other proceeding arising out of or based upon this Agreement, (b) agree not to commence any suit, action or other proceeding arising out of or based upon this Agreement except in
the state courts of the State of Delaware or the United States District Court for the District of Delaware, and (c) hereby waive, and agree not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or
proceeding, any claim that it is not subject personally to the jurisdiction of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action or proceeding is brought in an inconvenient forum, that
the venue of the suit, action or proceeding is improper or that this Agreement or the subject matter hereof may not be enforced in or by such court. 

WAIVER OF JURY TRIAL: EACH PARTY HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT, THE
OTHER TRANSACTION DOCUMENTS, THE SECURITIES OR THE SUBJECT MATTER HEREOF OR THEREOF. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT
RELATE TO THE SUBJECT MATTER OF THIS TRANSACTION, INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS (INCLUDING NEGLIGENCE), BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS. THIS SECTION HAS BEEN FULLY DISCUSSED BY EACH
OF THE PARTIES HERETO AND THESE PROVISIONS WILL NOT BE SUBJECT TO ANY EXCEPTIONS. EACH PARTY HERETO HEREBY FURTHER WARRANTS AND REPRESENTS THAT SUCH PARTY HAS REVIEWED THIS WAIVER WITH ITS LEGAL COUNSEL, AND THAT SUCH PARTY KNOWINGLY AND VOLUNTARILY
WAIVES ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL. 
 The prevailing party shall be entitled to reasonable attorney’s fees, costs,
and necessary disbursements in addition to any other relief to which such party may be entitled. Each of the parties to this Agreement consents to personal jurisdiction for any equitable action sought in the U.S. District Court for the District of
Delaware or any court of the State of Delaware having subject matter jurisdiction. 
 6.12    Delays or
Omissions. No delay or omission to exercise any right, power, or remedy accruing to any party under this Agreement, upon any breach or default of any other party under this Agreement, shall impair any such right, power, or remedy of such
nonbreaching or nondefaulting party, nor shall it be construed to be a waiver of or acquiescence to any such breach or default, or to any similar breach or default thereafter occurring, nor shall any waiver of any single breach or default be deemed
a waiver of any other breach or default theretofore or thereafter occurring. All remedies, whether under this Agreement or by law or otherwise afforded to any party, shall be cumulative and not alternative. 

[Remainder of Page Intentionally Left Blank] 

  
 26 













 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH
“[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. 

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. 

 

							
	 COMPANY:
	 		 	 ADVANTAGENE, INC.

				
		 		 	 By:
	 	 /s/ Estuardo Aguilar-Cordova

				
		 		 	 Name:
	 	  

				
		 		 	 Title:
	 	  


 SIGNATURE PAGE TO INVESTORS’
RIGHTS AGREEMENT 












 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written
above. 
 EXISTING INVESTOR: 
  

	
	 /s/ Stephen Rocamboli

	Stephen Rocamboli
	
	  

	Brian Guzik


 SIGNATURE PAGE TO INVESTORS’
RIGHTS AGREEMENT 












 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written
above. 
 EXISTING INVESTOR: 
  

	
	  

	Stephen Rocamboli
	
	 /s/ Brian Guzik

	Brian Guzik


 SIGNATURE PAGE TO INVESTORS’
RIGHTS AGREEMENT 












 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written
above. 
 EXISTING INVESTOR: 
  

			
	 GTAMI 2012 ADV
LLC



  

			
	By:	 	 /s/ Chris Martell

	Name:	 	Chris Martell
	Title:	 	


 SIGNATURE PAGE TO INVESTORS’
RIGHTS AGREEMENT 












 EXISTING INVESTOR: 

 

			
	PBM ADV HOLDINGS, LLC
	By:	 	PBM Capital Group, LLC
		
	By	 	 /s/ Paul Manning

	Name:	 	Paul Manning
	Title:	 	CEO
	
	  

	Estuardo Aguilar-Cordova
	
	  

	Laura Aguilar
	
	EAC DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	  

	Name:	 	Steven E. Scherer
	Its:	 	Trustee:
		
	By:	 	  

	Name:	 	Catherine M. Rives
	Its:	 	Trustee
	
	LKA DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	  

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	  

	Name:	 	Catherine M. Rives
	Its:	 	Trustee


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 EXISTING INVESTOR: 

 

			
	 PBM ADV HOLDINGS, LLC

	 By: PBM Capital Group, LLC

		
	 By:
	 	  

	 Name:
	 	
	 Title:
	 	
	
	 /s/ Estuardo Aguilar-Cordova

	 Estuardo Aguilar-Cordova

	
	  

	 Laura Aguilar

	
	 EAC DESCENDANTS IRREVOCABLE TRUST

		
	By:	 	  

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	  

	Name:	 	Catherine M. Rives
	Its:	 	Trustee
	
	LKA DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	  

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	  

	Name:	 	Catherine M. Rives
	Its:	 	Trustee


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 EXISTING INVESTOR: 

 

			
	PBM ADV HOLDINGS, LLC
	By: PBM Capital Group, LLC


 
			
		
	By:	 	  

	Name:	 	
	Title:	 	


 
			
	
	  

	Estuardo Aguilar-Cordova
	
	 /s/ Laura Aguilar

	Laura Aguilar
	
	EAC DESCENDANTS IRREVOCABLE TRUST


  

			
	By:	 	  

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	  

	Name:	 	Catherine M. Rives
	Its:	 	Trustee
	
	LKA DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	  

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	  

	Name:	 	Catherine M. Rives
	Its:	 	Trustee


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 EXISTING INVESTOR: 

 

			
	PBM ADV HOLDINGS, LLC
	By: PBM Capital Group, LLC
		
	By:	 	  

	Name:	 	
	Title:	 	
	
	  

	Estuardo Aguilar-Cordova
	
	  

	Laura Aguilar
	  

	EAC DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	 /s/ Steven E. Scherer

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	
	Name:	 	Catherine M. Rives
	Its:	 	Trustee
	  

	
	LKA DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	 /s/ Steven E. Scherer

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	  

	Name:	 	Catherine M. Rives
	Its:	 	Trustee


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 EXISTING INVESTOR: 

 

			
	PBM ADV HOLDINGS, LLC
	By: PBM Capital Group, LLC
		
	By:	 	  

	Name:	 	
	Title:	 	
	
	  

	Estuardo Aguilar-Cordova
	
	  

	Laura Aguilar
	  

	EAC DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	
	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	 /s/ Catherine M. Rives

	Name:	 	Catherine M. Rives
	Its:	 	Trustee
	  

	
	LKA DESCENDANTS IRREVOCABLE TRUST
		
	By:	 	  

	Name:	 	Steven E. Scherer
	Its:	 	Trustee
		
	By:	 	 /s/ Catherine M. Rives

	Name:	 	Catherine M. Rives
	Its:	 	Trustee


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 NEW INVESTORS: 
  


			
	Sands Capital Global Venture Fund II, L.P.
		
	By:	 	Sands Capital Global Venture Fund II-GP, L.P.,
		 	its general partner
		
	By:	 	Sands Capital Global Venture Fund II-GP, LLC,
		 	its general partner
		
	By:	 	 /s/ Jonathan Goodman

		 	Name: Jonathan Goodman
		 	Title: General Counsel


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written
above. 
 NEW INVESTORS: 
  

			
	NORTHPOND VENTURES, LP
	By: Northpond Ventures GP, LLC
		
	By:	 	 /s/ Michael Rubin

	Name:	 	Michael Rubin
	Title:	 	Managing Member


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 NEW INVESTORS: 
  


			
	By:	 	H7 Holdings, LLC
		
	By:	 	 /s/ Robert Hardie

		 	     Name: Robert Hardie
		 	     Title: Manager
		
	By:	 	Level One Partners, LLC
		
	By:	 	 /s/ Robert Hardie

		 	     Name: Robert Hardie
		 	     Title: Manager


  

  
 SIGNATURE
PAGE TO INVESTORS’ RIGHTS AGREEMENT 













 SCHEDULE A 

Investors 
  

			
	 Name and Address
	  	 Number of Shares Held

	 Northpond Ventures, LP

7500 Old Georgetown Road, Suite 850

Bethesda, MD 20814
	  	4,021,448 shares of Series C Preferred Stock
		
	 Sands Capital Global Venture Fund II, L.P.

1000 Wilson Blvd., Suite 3000

Arlington, VA 22209
	  	1,340,482 shares of Series C Preferred Stock
		
	 H7 Holdings, LLC

210 Ridge McIntire Road

Suite 350

Charlottesville, VA 22903
	  	335,120 shares of Series C Preferred Stock
		
	 Level One Partners, LLC

210 Ridge McIntire Road

Suite 350

Charlottesville, VA 22903
	  	335,120 shares of Series C Preferred Stock
		
	 PBM ADV Holdings, LLC

200 Garrett Street, Suite S

Charlottesville, VA 22902

Attn: Corporate Counsel
	  	8,329,767 shares of Series B Preferred Stock
		
	 GTAM1 2012 ADV LLC

{***]
	  	696,851 shares of Series B Preferred Stock
		
	 Estuardo Aguilar-Cordova

[***]
	  	318,884 shares of Series B Preferred Stock
		
	 Laura Aguilar

[***]
	  	58,246 shares of Series B Preferred Stock
		
	 Anthony G. Polak “S”

[***]
	  	19,880 shares of Series B Preferred Stock
		
	 Anthony G. Polak

[***]
	  	19,880 shares of Series B Preferred Stock














			
	 Estuardo Aguilar-Cordova and Laura Aguilar [***]
	  	79,635 shares of Series B Preferred Stock
		
	 Raeid Dinno

[***]
	  	119,453 shares of Series B Preferred Stock
		
	 Domaco Venture Capital Fund

8 Elskip Ln.

Greenwich, CT 06831
	  	19,880 shares of Series B Preferred Stock
		
	 Einer Elhauge and Julia Elhauge

[***]
	  	557,447 shares of Series B Preferred Stock
		
	 Frank Allen Ferrell

[***]
	  	398,177 shares of Series B Preferred Stock
		
	 Mitchell H. Finer

[***]
	  	79,635 shares of Series B Preferred Stock
		
	 Jamie Polak

[***]
	  	19,880 shares of Series B Preferred Stock
		
	 Fred Mermelstein

[***]
	  	19,909 shares of Series B Preferred Stock
		
	 Oxford Innovations LLC

217 Plymouth Rd.

Newton, MA 02461
	  	79,635 shares of Series B Preferred Stock
		
	 Ron Lazar IRA

c/o Aegis Capital

810 7th Avenue

New York, NY
	  	19,880 shares of Series B Preferred Stock
		
	 RL Capital Management Corp.

c/o Aegis Capital

810 7th Avenue

New York, NY
	  	19,880 shares of Series B Preferred Stock
		
	 RL Partners LP

c/o Aegis Capital

810 7th Avenue

New York, NY
	  	99,399 shares of Series B Preferred Stock
		
	 Steven M. Shavell

[***]
	  	199,088 shares of Series B Preferred Stock














			
	 David Goldhagen
	  	21,702 shares of Common Stock
		
	 Ralph Hagedorn
	  	21,702 shares of Common Stock
		
	 Kin Shing Wong
	  	43,403 shares of Common Stock
		
	 Stanley B. Miles
	  	30,382 shares of Common Stock
		
	 Michael Balajka & Sandra Rudellat
	  	39,931 shares of Common Stock
		
	 Sau Wong
	  	43,403 shares of Common Stock
		
	 William Yeung
	  	43,403 shares of Common Stock
		
	 Michael Maher
	  	44,445 shares of Common Stock
		
	 Edelweiss Farm Corp
	  	22,223 shares of Common Stock
		
	 Mark Harrison
	  	22,223 shares of Common Stock
		
	 Adam Kohler
	  	21,702 shares of Common Stock
		
	 Shashank and Shilpa Upadhye
	  	62,500 shares of Common Stock
		
	 Randy Burns
	  	22,223 shares of Common Stock
		
	 Brian Summer
	  	21,702 shares of Common Stock
		
	 Bill Feniger
	  	10,417 shares of Common Stock
		
	 Michael and Steven Nasers
	  	18,230 shares of Common Stock
		
	 Viral Tolat and Henna Shah
	  	27,778 shares of Common Stock
		
	 Brent Lipschultz
	  	10,973 shares of Common Stock
		
	 Mark Hannon
	  	27,778 shares of Common Stock
		
	 Fred Harris
	  	13,889 shares of Common Stock
		
	 Joseph Jerger
	  	8,750 shares of Common Stock
		
	 James Wierzba
	  	13,889 shares of Common Stock
		
	 Frank Baltz
	  	10,834 shares of Common Stock
		
	 Tommy Ly
	  	7,084 shares of Common Stock














			
	 Thomas Gemellaro
	  	6,945 shares of Common Stock
		
	 David Ernst
	  	11,528 shares of Common Stock
		
	 Duane Corcoran
	  	18,056 shares of Common Stock
		
	 David S. Walker Revocable Trust
	  	6,945 shares of Common Stock
		
	 Terry Barr and Martha Barr
	  	7,362 shares of Common Stock
		
	 Paul Sallwasser and Teri Kemmerer
	  	43,403 shares of Common Stock
		
	 Steven Gapp
	  	13,889 shares of Common Stock
		
	 Neil Wolfe
	  	13,889 shares of Common Stock
		
	 Brian and Carolyn Langham
	  	34,723 shares of Common Stock
		
	 David A. Charnota 2010 Trust
	  	21,702 shares of Common Stock
		
	 Rhoda Ann Miller Trust
	  	27,778 shares of Common Stock
		
	Simple IRA Hessville Plumbing FBO Anthony Bilbro	  	14,584 shares of Common Stock
		
	 IRA FBO Steven Heubel
	  	8,334 shares of Common Stock
		
	 Charles and Patricia Lamarca
	  	6,945 shares of Common Stock
		
	 James Buck
	  	20,834 shares of Common Stock
		
	 Gordon Johnson
	  	10,417 shares of Common Stock
		
	 Eldon Marier
	  	10,850 shares of Common Stock
		
	 William and Tuula Tadevich
	  	15,278 shares of Common Stock
		
	 Paul Berlin
	  	21,702 shares of Common Stock
		
	 Paul and Stacey Liebowitz
	  	32,552 shares of Common Stock
		
	 Keith Kinsey
	  	13,889 shares of Common Stock
		
	 Steven Schwartz
	  	6,945 shares of Common Stock
		
	 Gerald Tomsic Retirement Trust
	  	7,362 shares of Common Stock
		
	 James E. Harris
	  	16,667 shares of Common Stock














			
	 James J. Peters
	  	13,889 shares of Common Stock
		
	 Robert Forst
	  	34,723 shares of Common Stock
		
	 John Dittoe
	  	13,889 shares of Common Stock
		
	 Ralph Caruso
	  	6,945 shares of Common Stock
		
	 Lawrence Michalski Trust
	  	17,362 shares of Common Stock
		
	 Ricky Ravens
	  	10,973 shares of Common Stock
		
	 George Strickler
	  	13,889 shares of Common Stock
		
	 Ronald Fazzolare
	  	13,889 shares of Common Stock
		
	 IRA FBO Paul Edward Bender
	  	21,702 shares of Common Stock
		
	 Fermo Jaeckle
	  	10,973 shares of Common Stock
		
	 Vernon Simpson
	  	62,500 shares of Common Stock
		
	 Arthur Potash
	  	12,084 shares of Common Stock
		
	 Kevin Mack
	  	22,223 shares of Common Stock
		
	 David Swersky
	  	21,702 shares of Common Stock
		
	 James S. Camp
	  	6,945 shares of Common Stock
		
	 Vincent Latour
	  	9,306 shares of Common Stock
		
	 Anthony Bilbro
	  	10,850 shares of Common Stock
		
	 Robert Juracka
	  	27,778 shares of Common Stock
		
	 David and Linda Porter
	  	19,445 shares of Common Stock
		
	 Steven and Jenger Waters
	  	20,834 shares of Common Stock
		
	 Raymond Joseph Tesi
	  	13,889 shares of Common Stock
		
	 Anthony Drerup
	  	36,112 shares of Common Stock
		
	 KBA Holdings LLC
	  	20,834 shares of Common Stock
		
	 Gerald A. Tomsic 1995 Trust
	  	11,112 shares of Common Stock














			
	 Perry Jacobson
	  	11,112 shares of Common Stock
		
	 Rakesh Amin Living Trust
	  	63,585 shares of Common Stock
		
	 Daniel Monks
	  	45,139 shares of Common Stock
		
	 Winterset Associates GP
	  	13,889 shares of Common Stock
		
	 Roth IRA FBO Richard J. Keating, Jr.
	  	10,850 shares of Common Stock
		
	 Neel and Martha Ackerman
	  	69,445 shares of Common Stock
		
	 Timothy Brickle
	  	10,852 shares of Common Stock
		
	 IRA FBO Linda Baldwin
	  	13,889 shares of Common Stock
		
	 Joseph Nestola
	  	11,112 shares of Common Stock
		
	 Michael and Ida Robson
	  	11,112 shares of Common Stock
		
	 Ernest and Michele Mattei
	  	13,889 shares of Common Stock
		
	 Decompression LLC
	  	15,278 shares of Common Stock
		
	 Sharon Crowder
	  	41,667 shares of Common Stock
		
	 The Bahr Family Limited Partnership
	  	17,362 shares of Common Stock
		
	 Russell Norman
	  	4,862 shares of Common Stock
		
	 Anthony Behette
	  	21,702 shares of Common Stock
		
	 Raj Sutaria
	  	11,112 shares of Common Stock
		
	Jaye Venuti and Michael Yokoyama Defined Pension Benefit Plan	  	13,889 shares of Common Stock
		
	 William Silver
	  	6,945 shares of Common Stock
		
	 Alan J. Young
	  	22,223 shares of Common Stock
		
	 Dapesa Corp.
	  	21,702 shares of Common Stock
		
	 John E. Bishop
	  	22,223 shares of Common Stock
		
	 Tarun and Seema Wasil
	  	6,945 shares of Common Stock
		
	 Raymond Yarusi
	  	6,945 shares of Common Stock














			
	 Wuethrich Investments LLC
	  	22,223 shares of Common Stock
		
	 IRA FBO David Wade
	  	17,362 shares of Common Stock
		
	 James Macek
	  	11,806 shares of Common Stock
		
	 Joelle Lapeze
	  	34,723 shares of Common Stock
		
	 John Trent
	  	11,112 shares of Common Stock
		
	 John Jaecker
	  	11,112 shares of Common Stock
		
	 IRA FBO James Smeltzer
	  	11,112 shares of Common Stock
		
	 IRA FBO Michael Currie
	  	22,223 shares of Common Stock
		
	 Perry Sutaria
	  	11,112 shares of Common Stock
		
	 David Garr
	  	21,702 shares of Common Stock
		
	 Alejandro Messmacher
	  	21,702 shares of Common Stock
		
	 Edmond and Kathleen Brady
	  	11,112 shares of Common Stock
		
	 Juan Manuel Farias
	  	43,403 shares of Common Stock
		
	 Gregory Konsor
	  	138,889 shares of Common Stock
		
	 Roberto Mendez and Eliana Cardenas
	  	14,167 shares of Common Stock
		
	 Nicholas Osorio and Paulino Veytia
	  	10,848 shares of Common Stock
		
	 William M. Stocker III
	  	11,112 shares of Common Stock
		
	 Mark A. Bradley
	  	24,306 shares of Common Stock
		
	 FBO James L. Dritz IRRL
	  	13,889 shares of Common Stock
		
	 FBO David Delang IRA
	  	6,945 shares of Common Stock
		
	 James Johnson
	  	7,709 shares of Common Stock
		
	 Mauricio Gomez
	  	173,612 shares of Common Stock
		
	 Nicholas Vinolus
	  	21,702 shares of Common Stock
		
	 Tom and Renae Woellert
	  	11,112 shares of Common Stock














			
	 IRA FBO Larry Vaught
	  	69,445 shares of Common Stock
		
	 Larry Vaught
	  	69,445 shares of Common Stock
		
	 FBO Paul J. Andreotti IRRL
	  	10,805 shares of Common Stock
		
	 Paul Andreotti
	  	10,850 shares of Common Stock
		
	 James Dritz
	  	22,223 shares of Common Stock
		
	 IRA FBO Harry Mann
	  	21,702 shares of Common Stock
		
	 John Kalyvas
	  	10,852 shares of Common Stock
		
	 James and Delisa Anthony
	  	20,834 shares of Common Stock
		
	 Gary Ellison
	  	6,945 shares of Common Stock
		
	 IRO FBO Stephen Lebovitz
	  	6,945 shares of Common Stock
		
	 Andrew Alderman
	  	69,445 shares of Common Stock
		
	 Joseph Heavey
	  	69,445 shares of Common Stock
		
	 Douglas and Jill Holroyd
	  	27,778 shares of Common Stock
		
	 Richard Shappard
	  	10,850 shares of Common Stock
		
	 Mark and Arthur Koerner
	  	21,702 shares of Common Stock
		
	 FBO Sean Dangler IRRL
	  	11,112 shares of Common Stock
		
	 Roger Joseph Schwartz
	  	21,702 shares of Common Stock
		
	 Duarte Nuno Ferreira Pires
	  	41,667 shares of Common Stock
		
	 Wing Real Estate LLC
	  	21,702 shares of Common Stock
		
	 Richard McNabb
	  	6,945 shares of Common Stock
		
	 Miachael and Christine Santoro
	  	43,403 shares of Common Stock
		
	 Thomas Christ
	  	43,403 shares of Common Stock
		
	 Clark Johnson
	  	13,021 shares of Common Stock
		
	 Ronald Oesterlein
	  	11,937 shares of Common Stock














			
	 Gregory Werden
	  	13,021 shares of Common Stock
		
	 Dennis and Edna Goldman
	  	11,112 shares of Common Stock
		
	 Tanju and Tina Obut
	  	21,702 shares of Common Stock
		
	 BCM2 LLC
	  	6,945 shares of Common Stock
		
	 Alan and Patricia Lisenby
	  	15,278 shares of Common Stock
		
	 Michael Burwell
	  	10,850 shares of Common Stock
		
	 Todd Carpenter
	  	12,153 shares of Common Stock
		
	 John Richard Stamm
	  	10,850 shares of Common Stock
		
	 IRA FBO Paul D. McKinney
	  	43,403 shares of Common Stock
		
	 Glenn Darrah
	  	13,889 shares of Common Stock
		
	 Richard Mussawar
	  	13,021 shares of Common Stock
		
	 Richard Simms
	  	7,639 shares of Common Stock
		
	 John Roth
	  	38,889 shares of Common Stock
		
	 Dale and Shirley Wilson
	  	97,223 shares of Common Stock
		
	 Gary Iandoli
	  	15,191 shares of Common Stock
		
	 David Gelchie
	  	10,850 shares of Common Stock
		
	 Dyke Rogers
	  	43,403 shares of Common Stock
		
	 Daniel Jacques Hernandez Zuili
	  	23,612 shares of Common Stock
		
	 Joseph Wasserstrom
	  	13,889 shares of Common Stock
		
	 Russel Davies
	  	10,625 shares of Common Stock
		
	 Richard Nielsen
	  	4,341 shares of Common Stock
		
	 IRA FBO Richard Nielsen
	  	6,510 shares of Common Stock
		
	 Mortensen Investments Ltd.
	  	86,806 shares of Common Stock
		
	 Jan Backvall AB
	  	21,917 shares of Common Stock














			
	 Myles Hoffert
	  	13,889 shares of Common Stock
		
	 Tim Montgomery
	  	10,848 shares of Common Stock
		
	 Fernando Malvido Olascoaga
	  	18,452 shares of Common Stock
		
	 IRA FBO Timothy Montgomery
	  	10,848 shares of Common Stock
		
	 Paul Sallwasser and Teri Kemmerer
	  	43,403 shares of Common Stock
		
	 Floyd Ivy
	  	13,889 shares of Common Stock
		
	 William Ruark
	  	86,806 shares of Common Stock
		
	 IRRL FBO Rick Zabel
	  	6,945 shares of Common Stock
		
	 Robert and Debra Worster
	  	8,681 shares of Common Stock
		
	 Bernard and Marian Schyns
	  	13,889 shares of Common Stock
		
	 Mark A. Greenwald
	  	6,945 shares of Common Stock
		
	 William J. Kadi
	  	13,889 shares of Common Stock
		
	 Peter Anderson
	  	21,702 shares of Common Stock
		
	 Frans Zonneveld
	  	6,945 shares of Common Stock
		
	 Robert Hartnett
	  	26,042 shares of Common Stock
		
	 IRA FBO Thomas Longstaff
	  	13,889 shares of Common Stock
		
	 Nathaniel Marmur
	  	13,889 shares of Common Stock
		
	 Ian Harris
	  	13,889 shares of Common Stock
		
	 Millenium Trust Co., LLC Custodian
	  	26,042 shares of Common Stock
		
	 Millenium Trust Co., LLC Custodian
	  	28,209 shares of Common Stock
		
	 Millenium Trust Co., LLC Custodian
	  	18,750 shares of Common Stock
		
	 Gary and Heidi Pogharian
	  	6,945 shares of Common Stock
		
	 Donald Sesterhenn
	  	10,850 shares of Common Stock
		
	 IRA FBO Bruce Kelly
	  	10,850 shares of Common Stock














			
	 John Herbert
	  	13,889 shares of Common Stock
		
	 Russell Moore
	  	10,850 shares of Common Stock
		
	 IRA FBO Andrew Tennent
	  	8,334 shares of Common Stock
		
	 Michael C. Fox Revocable Trust
	  	43,403 shares of Common Stock
		
	 Rick and Kristine Zabel
	  	6,945 shares of Common Stock
		
	 Ibraim Redza
	  	21,702 shares of Common Stock
		
	 Thomas Kuhn
	  	20,834 shares of Common Stock
		
	 John Inwood
	  	22,223 shares of Common Stock
		
	 Paul Sallwasser
	  	22,223 shares of Common Stock
		
	 Jason Hunter
	  	6,250 shares of Common Stock
		
	 Roth IRA FBO Robert Davidow
	  	43,403 shares of Common Stock
		
	 Alejandro Messmacher
	  	21,702 shares of Common Stock
		
	 James and Donna Schwartz
	  	15,139 shares of Common Stock
		
	 J&C Resources LLC
	  	13,889 shares of Common Stock
		
	 Albert Inwood
	  	22,223 shares of Common Stock
		
	 Ryan Modesto
	  	21,702 shares of Common Stock
		
	 IRA FBO Richard Deoreo
	  	13,889 shares of Common Stock
		
	 Smitesh R. Patel Revocable Trust
	  	5,556 shares of Common Stock
		
	 Ibraim Redza
	  	13,889 shares of Common Stock
		
	 Robert G. Hoey
	  	6,945 shares of Common Stock
		
	 James and Delisa Anthony
	  	11,806 shares of Common Stock
		
	 Alyson and Keith Kinsey
	  	13,889 shares of Common Stock
		
	 Peter B. Weiss
	  	6,945 shares of Common Stock
		
	 Juliet Davidow 2001 Trust
	  	10,850 shares of Common Stock














			
	 Alexander Davidow 2010 Trust
	  	10,850 shares of Common Stock
		
	 John Wirtz
	  	21,702 shares of Common Stock
		
	 John Gasidlo
	  	24,306 shares of Common Stock
		
	 Javier Escajadillo
	  	11,112 shares of Common Stock
		
	 D&J Managers LLC
	  	555,556 shares of Common Stock
		
	 MSB Family Trust
	  	97,223 shares of Common Stock
		
	 David Rocamboli
	  	6,945 shares of Common Stock
		
	 Stephen Rocamboli
	  	6,945 shares of Common Stock
		
	 Ennio Depianto
	  	13,889 shares of Common Stock
		
	 Debra and Fred Harris
	  	6,945 shares of Common Stock
		
	 Jonathan Patrick Moynihan
	  	43,403 shares of Common Stock
		
	 Lorraine and Stephen Rocamboli
	  	3,473 shares of Common Stock
		
	 IRA FBO David J. Doyle
	  	42,223 shares of Common Stock
		
	 Seth Factor
	  	13,889 shares of Common Stock
		
	 IRRL FBO Anna M. Keller
	  	13,889 shares of Common Stock
		
	 Kevin Keller
	  	5,556 shares of Common Stock
		
	 IRRL FBO Kevin E. Keller
	  	8,334 shares of Common Stock
		
	 Gregory Dovolis
	  	13,889 shares of Common Stock
		
	 James Diemert
	  	13,889 shares of Common Stock
		
	 IRA FBO Gary Matura
	  	10,202 shares of Common Stock
		
	 Martin P. Valkenburg and Api Van Doornik
	  	49,480 shares of Common Stock
		
	 James and Donna Schwartz
	  	6,945 shares of Common Stock
		
	 RP Laurain & Assoc. Profit Sharing Plan
	  	13,889 shares of Common Stock
		
	 Robert Priday
	  	38,195 shares of Common Stock














			
	 Lawrence Irwin Glass TOD
	  	56,632 shares of Common Stock
		
	 IRRL FBO Lawrence Glass
	  	12,813 shares of Common Stock
		
	 William C. Jones
	  	10,507 shares of Common Stock
		
	 IRA FBO William C. Jones
	  	54,598 shares of Common Stock
		
	 Giuseppe Biasco
	  	34,723 shares of Common Stock
		
	 Geoffrey Charles Maddock
	  	69,445 shares of Common Stock
		
	 Mark A. Bradley
	  	10,417 shares of Common Stock
		
	 Doug Tiffan
	  	6,945 shares of Common Stock
		
	 NV HR Investment SARL
	  	112,848 shares of Common Stock
		
	 Gregg Rock
	  	43,403 shares of Common Stock
		
	 McCarthy Trust
	  	13,889 shares of Common Stock