Exhibit 10.13


 


AMENDMENT
#1 TO PATENT LICENSE AGREEMENT


 


This
Amendment #1 to the Patent License Agreement (“Amendment”) is made and entered into as of November 30, 2018 (“Amendment
Effective Date”) by and between TFF Pharmaceuticals, Inc. (“Licensee”) and The University of Texas at Austin,
on behalf of the Board of Regents of the University of Texas System (“Licensor”), an agency of the State of Texas.


 


Background


 


		A.	The
                                         Licensor and Lung Therapeutics, Inc. entered into a Patent License Agreement (UTA Agreement
                                         No. PM1504101-A) with an Effective Date of July 8 2015, (the “Patent License Agreement”).
                                         Capitalized terms used herein without definition shall have meanings given to them in
                                         the Patent License Agreement.



 


		B.	Lung
                                         Therapeutics, Inc. assigned the Patent License Agreement to TFF Pharmaceuticals, Inc.
                                         on January 24, 2018.



 


		C.	Licensor
                                         consented to said assignment on March 9, 2018.



 


		D.	As
                                         assignee of the Patent License Agreement No. PM1504101-A, and pursuant to Section 15(c)
                                         of the Patent License Agreement, Licensee hereby agrees to accept all interests, rights,
                                         duties and obligations of the Licensee under the Patent License Agreement, and agrees
                                         to comply with all terms and conditions of the Patent License Agreement.



 


		E.	The
                                         Licensor and Licensee now wish to amend the Patent License Agreement as set forth below.



 






    
CONFIDENTIAL
Page 1 of 17


     


    

 


NOW,
THEREFORE, it is hereby agreed as follows:


 


		1.	Section
                                         1 of the Patent License Agreement (Definitions) shall be deleted and replaced with the
                                         following:



 


	1.
    Definitions
	 	Effective
    Date	Date
    of last signature
	 	Licensor	The
    University of Texas at Austin, on behalf of the Board of Regents of the University of Texas System, an agency of the State
    of Texas, whose address is 3925 W. Braker Lane, Suite 1.9A (R3500), Austin, Texas 78759.
	 	Licensee	TFF
    Pharmaceuticals, Inc., a Delaware Corporation, with its principal place of business at 2801 Via Fortuna, Suite 425, Austin,
    Texas 78746
	 	Contract
    Year and Contract Quarters	Check
                                         one box to correspond with Licensee fiscal year and quarters)

                                                                                                                                                                

        ☒ 
        Contract Year is 12-month period ending on December 31 and Contract Quarters are 3-month periods ending on March 31, June
        30, Sept. 30, Dec. 31

         

        OR

         

        ☐
        Other: Contract Year is 12-month period ending on (specify): [month and day]; Contract Quarters are 3-month periods ending
        on (specify): [month and day, Q1], [month and day, Q2], [month and day, Q3], [month and day, Q4]

	 	Territory	Worldwide
	 	Field	☒ All
fields

                                                                                                                                                               

         

        OR

         

        ☐ Limited
        fields

         

        Field:
        [Describe field of use] Field: [Describe field of use]

        If
        the Field is not “All Fields” and “Limited fields” is checked,

        Excluded
        Fields include:

        Excluded
        Field: [Describe excluded field of use]

        Excluded
        Field: [Describe excluded field of use]

	 	Patent
    Rights	(See
    Exhibit B)
	 	Mandatory
    Sublicensing	None
	 	USPTO
    Entity Status as of Effective Date	Check
                                         one box:

        ☒ 
        Small

        ☐ Large



 






    
CONFIDENTIAL
Page 2 of 17


     


    

 


		2.	Section
                                         2.4 of the Patent License Agreement (Diligence Milestones) shall be deleted and replaced
                                         with the following:



 


	2.4.
    Diligence Milestones
	 	Milestones
    and deadlines	Milestone
    Events	Deadlines
	 	 	1.	 Receive $14 million in aggregate financing	Complete
	 	 	2. 	Enter into a sponsored research agreement with the lab
of Dr. Robert O. Williams III for $129,000	Complete
	 	 	3. 	Enter into a sponsored research agreement with the lab
of Dr. Robert O. Williams III for $200,000 , with a start date after May 1, 2019	May
    31, 2019
	 	 	4. 	IND submission for TFF-VORI Licensed Product	December
    31, 2019
	 	 	5.	 Enter into a sponsored research agreement with the lab
of Dr. Robert O. Williams III for $200,000, with a start date after May 1, 2020	May
    31, 2020
	 	 	6.	 Final Phase II report submitted to Complete FDA for
TFF-VORI Licensed Product $200,000 , with a start date after May 1, 2021	December
    31, 2020
	 	 	7.	 Enter into a sponsored research agreement with the lab
of Dr. Robert O. Williams III for $200,000 , with a start date after May 1, 2021	May
    31, 2021
	 	 	8. 	Final Phase III report submitted to FDA for TFF-VORI
Licensed Product	December
    31, 2021
	 	 	9.	 FDA regulatory approval for TFF- VORI Licensed Product	December
    31, 2022
	 	 	10. 	Final Phase I report submitted to FDA for TFF-TAC Licensed
Product	December
    31, 2024


 


		3.	Section
                                         3.1(a) of the Patent License Agreement (Compensation) shall be deleted and replaced with
                                         the following:



 


	3.
    Compensation
	3.1(a)	Patent
    expenses	Amount
    and due date	based
    on invoices received as of:
	 	 	$22,350.56
    due on December 18, 2018	December
    7, 2018
	 	 	$47,089.55
    due on July 8, 2019	December
    7, 2018
	 	 	$47,089.55
    due on January 8, 2020	December
    7, 2018


 






    
CONFIDENTIAL
Page 3 of 17


     


    

 


		4.	Section
3.1(b) of the Patent License Agreement (Milestone fees) shall be deleted and replaced with the following:



 


	 	 	 	 
	3.1(b)	Milestone
    Fees	Milestone
    Events	Milestone
    Fees
	 	 	IND
    Approval on first indication of Licensed Product	$50,000
	 	 	Submission
    of final Phase II report for first Licensed Product (FDA or foreign equivalent)	$100,000
	 	 	Submission
    of final Phase III report for first Licensed Product (FDA or foreign equivalent)	$250,000
	 	 	Regulatory
    approval for first Licensed Product (FDA or foreign equivalent)	$500,000
	 	 	Regulatory
    approval for second Licensed Product or second indication of first Licensed Product (FDA or foreign equivalent)	$500,000


 


		5.	Section
                                         3.1(d) of the Patent License Agreement (Sublicense Fees) shall be deleted and replaced
                                         with the following:



 


	 	 	 
	3.1(d)	Sublicense
    Fees	15%
                                         of Non-Royalty Sublicense Consideration from a Sublicense Agreement executed before 1st
                                         human testing of Licensed Product in a clinical trial;

                                                                                                                                                                

        7.5%
        of Non-Royalty Sublicense Consideration from a Sublicense Agreement executed after 1st human testing of Licensed Product
        in a clinical trial.

         

        5%
        of Non-Royalty Sublicense Consideration from a Sublicense Agreement executed after FDA Regulatory approval of Licensed
        Product.



 






    
CONFIDENTIAL
Page 4 of 17


     


    

 


		6.	Section
                                         18 of the Patent License Agreement (Contact Information) shall be deleted and replaced
                                         with the following:









 


	18.
    Contact Information
	 	Licensee
    Contacts	Licensor
    Contacts
	 	Contact
                                         for Notice:

                                         Attn: Glenn Mattes

                                         Fax: 2801 Via Fortuna, Suite 425,

 Austin, Texas 78746

                                         Phone: 215-880-2632

                                         E-mail:gmattes@tffpharma.com &

                                         glnmtts@aol.com

                                                                                                                                                                    

        Accounting
        contact:

        Attn: Kirk Coleman

        2801 Via Fortuna, Suite 425,

        Austin, Texas 78746

        Fax: N/A

        Phone: 817-989-6358

        E-mail: kcoleman@tffpharma.com

         

        Patent
        prosecution contact:

        Attn: Kirk Coleman

        2801 Via Fortuna, Suite 425,

        Austin, Texas 78746

        Fax: N/A

        Phone: 817-989-6358

        E-mail: kcoleman@tffpharma.com
	Contact
                                         for Notice:

                                         Attn: Contract Manager

                                         3925 W. Braker Lane, Suite 1.9A (R3500)

                                         Austin, TX 78759

                                         Fax: 512.475.6894

                                         Phone: 512.471.2995

                                         E-mail: licensing@otc.utexas.edu

                                                                                                                                                                    

        Payment
        and reporting contact:

        Checks
        payable to “The University of Texas at Austin”

        Attn: Accounting/Compliance

        3925 W. Braker Lane, Suite 1.9A (R3500)

        Austin, TX 78759

        Fax: 512.475.6894

        Phone: 512.471.2995

        E-mail: accounting@otc.utexas.edu;

        compliance@otc.utexas.edu

         

        Patent
        prosecution contact:

        Attn: Patents

        3925 W. Braker Lane, Suite 1.9A (R3500)

        Austin, TX 78759

        Fax: 512.475.6894

        Phone: 512.471.2995

        E-mail: patents@otc.utexas.edu



 


		7.	Special
                                         Provision 20.1 of the Patent License Agreement shall be deleted in its entirety.



 


		8.	Special
                                         Provision 20.2 of the Patent License Agreement shall be deleted in its entirety.



 


		9.	Section
                                         2.3(d) in the Terms and Conditions shall be deleted in its entirety.



 


		10.	Section
                                         3.1 of the Terms and Conditions, shall be deleted and replaced with the following:



 


3.1
Non-Royalty Payments due from Licensee


 


		(a)	Patent
                                         Expenses. Licensee will reimburse Licensor for all past patent expenses stated in
                                         Section 3.1(a) of the Patent License Agreement within 15 days of the corresponding due
                                         date. The stated amount is the current estimate for past patent expenses based on invoices
                                         received by the Licensor through the stated date. Licensee’s obligations to pay
                                         all past and future patent expenses pursuant to Section 6 (Patent Expenses and Prosecution)
                                         will not be limited by such amount.



 






    
CONFIDENTIAL
Page 5 of 17


     


    

 


		11.	A
                                         new section 3.5 is added to the Terms and Conditions, which provides in full as follows:



 


3.5
Equity Consideration for License Grant


 


		(a)	In
                                         partial consideration of the rights granted to Licensee by Licensor in the Patent License
                                         Agreement, Licensee will issue to Licensor that number of shares (the “Shares”)
                                         of the common stock of the company, $0.001 par value per share (the “Common Stock”),
                                         of Licensee, representing 1% of Licensee’s outstanding shares of Common Stock,
                                         on a fully diluted basis, as of 30 days after IND approval for first Licensed Product.



 


		(b)	All
                                         Shares issued to Licensor under this Section 3.5 will be considered fully paid, non-assessable,
                                         and have no requirement of contribution of any kind to Licensee. Stock certificates representing
                                         such Shares shall be issued in the name of Licensor indicated in Section 1 of the Patent
                                         License Agreement. The address of record shall be the payment and reporting contact address
                                         set forth in Section 18 (Notices) of the Patent License Agreement, as amended by this
                                         Amendment.



 


		(c)	The
                                         Licensor agrees that, during the period beginning on and including the close of an initial
                                         public offering of the Common Stock (“IPO Effective Date”) through and including
                                         the twelve-month anniversary of the IPO Effective Date (the “Lock-Up Period”),
                                         the Licensor, or any affiliated party of the Licensor, will not, without the prior written
                                         consent of the Company, directly or indirectly: (i) 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, lend or otherwise transfer or dispose
                                         of any shares of Common Stock or any securities convertible into or exercisable or exchangeable
                                         for Common Stock, whether now owned or hereafter acquired by the Licensor or with respect
                                         to which the Licensor has or hereafter acquires the power of disposition, or (ii) enter
                                         into any swap or other agreement, arrangement or transaction that transfers to another,
                                         in whole or in part, directly or indirectly, any of the economic consequence of ownership
                                         of any shares of Common Stock or any securities convertible into or exercisable or exchangeable
                                         for any Common Stock, whether any such transaction is to be settled by delivery of Common
                                         Stock, other securities, in cash or otherwise. Notwithstanding the provisions set forth
                                         in this Section 3.5(c), the Licensor may, without the prior written consent of the Company,
                                         transfer any shares of Common Stock acquired in an open market purchase following the
                                         IPO Effective Date.



 






    
CONFIDENTIAL
Page 6 of 17


     


    

 


		(d)	Prior
                                         to the effective date of the first registration statement filed by Licensee for the offering
                                         of its securities to the general public, (i) Licensor shall be entitled to receive all
                                         financial statements, budgets and business plans of Licensee that Licensee provides to
                                         any other shareholder, lender or prospective investor of Licensee, at the same time and
                                         in the same format as provided to such other parties, and (ii) Licensor shall be entitled
                                         to access to such other financial information and books and records of Licensee as Licensor
                                         may reasonably request from time to time and in any event, annually.



  


		12.	Exhibits
                                         B and C shall be deleted in their entirety and replaced with Exhibit B in this Amendment.



 


		13.	Agreement
                                         in Full Force and Effect. Except as expressly provided in this Amendment, all other
                                         terms, conditions and provisions of the Patent License Agreement shall continue in full
                                         force and effect as provided therein.



 


[SIGNATURE
PAGE TO FOLLOW]


 






    
CONFIDENTIAL
Page 7 of 17


     


    

 





IN
WITNESS WHEREOF, the Licensor and Licensee have entered into this Agreement effective as of the date fist set forth above.


 


	THE
    UNIVERSITY OF TEXAS AS AUSTIN ON BEHALF OF THE BOARD OF REGENTS OF THE UNIVERSITY OF TEXAS SYSTEM	 	TFF
    Pharmaceuticals, Inc.
	 	 	 
	By:	/s/
    Les Nichols	 	By:	/s/
    Kirk Coleman
	Les
    Nichols	 	Name:	Kirk
    Coleman
	Interim
    Director	 	Title:	Chief
    Financial Officer
	Office
    of Technology Commercialization	 		
	 	 		
	Date:	12/18/2018	 	Date:	12/21/2018


 









    
CONFIDENTIAL
Page 8 of 17


     


    

 


EXHIBIT
B

Patient Rights


 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	Canada
                                         Serial No. 2,678,455

        Filed
        on 08/14/2009
	Enhanced
    Delivery of Immunosuppressive Drug Compositions for Pulmonary Delivery (5175 WIL)	Keith
                                         P. Johnston

        Jason
        T. McConville

        Jay
        I. Peters

        True
        L. Rogers

        Prapasri
        Sinswat

        Robert
        L. Talbert Jr.

        Alan
        B. Watts

        Robert
        O. Williams III
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        ☐ No
	Parker
    Highlander
	US
                                         Serial No. 12/522,774, Issued US Patent No. 9,044,391

        Filed
        on

        07/10/2009
	Enhanced
    Delivery of Immunosuppressive Drug Compositions for Pulmonary Delivery (5175 WIL)	Keith
                                         P. Johnston

        Jason
        T. McConville

        Jay
        I. Peters

        True
        L. Rogers

        Prapasri
        Sinswat

        Robert
        L. Talbert Jr.

        Alan
        B. Watts

        Robert
        O. Williams III
	☒ Yes, w/ UT Health San Antonio

        ☐ No
	Parker
    Highlander
	US
                                         Provisional Serial No. 60/884,383

        Filed
        on

        1/10/2007
	Enhanced
    Delivery of Immunosuppressive Drug Compositions For Pulmonary Delivery (5175 WIL)	Keith
                                         P. Johnston

        Jason
        T. McConville

        Jay
        I. Peters

        Prapasri
        Sinswat

        Robert
        L. Talbert Jr.

        Robert
        O. Williams III
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐
        No
	Parker
    Highlander
	US
                                         Serial No. 14/621,337

        Continuation
        of 12/522,774

        Filed
        on

        02/12/2015
	Enhanced
    Delivery of Immunosuppressive Drug Compositions for Pulmonary Delivery (5175 WIL)	Keith
                                         P. Johnston

        Jason
        T. McConville

        Jay
        I. Peters

        True
        L. Rogers

        Prapasri
        Sinswat

        Robert
        L. Talbert Jr.

        Alan
        B. Watts

        Robert
        O. Williams III
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐ No
	Parker
    Highlander
	European
    Issued Patent No. 2124898 Validated in in France, Spain, Germany, and Great Britain	Enhanced
    Delivery of Immunosuppressive Drug Compositions for Pulmonary Delivery (5175 WIL)	Keith
                                         P. Johnston

        Jason
        T. McConville

        Jay
        I. Peters

        True
        L. Rogers

        Prapasri
        Sinswat

        Robert
        L. Talbert Jr.

        Alan
        B. Watts

        Robert
        O. Williams III
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐
        No
	Parker
    Highlander



 






    
CONFIDENTIAL
Page 9 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	PCT/US2008
                                         /050795

        Filed
        on 01/10/2008
	Enhanced
    Delivery of Immunosuppressive Drug Compositions for Pulmonary Delivery (5175 WIL)	Keith
                                         P. Johnston

        Jason
        T. McConville

        Jay
        I. Peters

        True
        L. Rogers

        Prapasri
        Sinswat

        Robert
        L. Talbert Jr.

        Alan
        B. Watts

        Robert
        O. Williams III
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐ No
	Parker
    Highlander
	US
                                         Serial No. 11/660,012, Issued US Patent 9,061,027

        Filed
        on

        08/15/2007
	Enhanced
    Delivery of Drug Compositions to Treat Life Threatening Infections (2802 WIL)	Robert
                                         O. Williams III

        Keith
        P. Johnston

        Jason
        T. McConville

        Robert
        L. Talbert Jr.

        David
        S. Burgess

        Jay
        I. Peters

        Brian
        D. Scherzer

        Christopher
        J. Tucker

        David
        A. Hayes

        Ian
        B. Gillespie

        James
        E. Hitt

        Nicholas
        S. Beck

        Paula
        C. Garcia

        True
        L. Rogers

        Timothy
        J. Young
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        Also
        subject to INT-27237603 with Dow

        ☒ No
	Parker
    Highlander
	US
                                         Serial No. 14/713,156, Issued US Patent No. 9,724,344

        Continuation
        of 11/660,012

        Filed
        on 05/15/2015
	Enhanced
    Delivery Of Drug Compositions To Treat Life Threatening Infections (2802 WIL)	James
                                         E. Hitt

        True
        L. Rogers

        Brian
        D. Scherzer

        Ian
        B. Gillespie

        Paula
        C. Garcia

        Nicholas
        S. Beck

        Christopher
        J. Tucker

        Timothy
        J. Young

        David
        A. Hayes

        Robert
        O. Williams III

        Keith
        P. Johnston

        Jason
        T. McConville

        Jay
        I. Peters

        Robert
        L. Talbert Jr.

        David
        S. Burgess
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        Also
        subject to INT-27237603 with Dow

        ☐ 
        No
	Parker
    Highlander



 



    
CONFIDENTIAL
Page 10 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	PCT/US2005
    /030543	Enhanced
    Delivery of Drug Compositions to Treat Life Threatening Infections (2802 WIL)	Robert
                                         O. Williams III

        Keith
        P. Johnston

        Jason
        T. McConville

        Robert
        L. Talbert Jr.

        David
        S. Burgess

        Jay
        I. Peters

        Brian
        D. Scherzer

        Christopher
        J. Tucker

        David
        A. Hayes

        Ian
        B. Gillespie

        James
        E. Hitt

        Nicholas
        S. Beck

        Paula
        C. Garcia

        True
        L. Rogers

        Timothy
        J. Young
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        Also
        subject to INT-27237603 with Dow

        ☐ No
	Parker
    Highlander
	US
                                         Provisional Serial No. 60/605,179

        Filed
        on 8/27/2004
	Enhanced
    Delivery of Drug Compositions to Treat Life Threatening Infections (2802 WIL)	Robert
                                         O. Williams III

        Keith
        P. Johnston

        Jason
        T. McConville

        James
        E. Hitt

        True
        L. Rogers

        Ian
        B. Gillespie

        Brian
        D. Scherzer

        Paula
        C. Garcia

        Nicholas
        S. Beck

        Christopher
        J. Tucker

        Timothy
        J. Young

        David
        A. Hayes

        Jay
        I. Peters

        Robert
        Talbert

        David
        Burgess
	☐

        ☒ 
        No

        Also
        subject to with INT-27237603 with Dow
	Parker
    Highlander
	US
                                         Serial No. 12/778,795 Issued as US Patent 10,092,512

        Continuation
        in Part of US Serial No. 12/371,573

        Filed
        on

        02/13/2009
	Compositions
    and Methods of Making Brittle-Matrix Particles Through Blister Pack Freezing (5408 JOH)	Keith
                                         P. Johnston

        Jasmine
        Tam (Rowe)

        Robert
        O. Williams III

        Alan
        B. Watts

        Joshua
        Engstrom
	☐ Yes,

        ☒ No
	Parker
    Highlander



 






    
CONFIDENTIAL
Page 11 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	16/115,888
    

Filed on 08/29/2018	Compositions
    and Methods of Making Brittle-Matrix Particles Through Blister Pack Freezing (5408 JOH)	Keith
                                         P. Johnston

        Jasmine
        Tam (Rowe)

        Robert
        O. Williams III

        Alan
        B. Watts

        Joshua
        Engstrom
	☐
                                                                                                                                                               Yes,

        ☒ No
	Parker
    Highlander
	US
                                         Serial No. 10/639,361, Issued US Patent No. 9,175,906

        Filed
        on 08/12/2003
	Process
    for Production of Nanoparticles and Microparticles by Spray Freezing Into Liquid (5612 DOW)	Brian
                                         D. Scherzer

        James
        E. Hitt

        Jonathan
        C. Evans
	☐
                                                                                                                                                               Yes,

        ☒ No,
        IP was assigned from Dow to The Board of Regents of The University of Texas per INT-27237603
	Parker
    Highlander
	US
                                         Serial No. 14/861,046.

        Divisional
        of 10/639,361

        Filed
        on 08/12/2003
	Process
    for Production of Nanoparticles and Microparticles by Spray Freezing Into Liquid (5612 DOW)	Brian
                                         D. Scherzer

        James
        E. Hitt

        Jonthan
        C. Evans
	☐ Yes,

        ☒
        No, IP was assigned from Dow to The Board of Regents of The University of Texas per INT-27237603
	Parker
    Highlander
	Japanese
                                         Serial No. 2004- 566896, Issued Patent No. 4933732

        Filed
        on

        08/12/2003
	Drug
    Particles From Freezing onto a Surface (5612 DOW)	Brian
                                         D. Scherzer

        James
        E. Hitt

        Jonathan
        C. Evans
	☐Yes,

        ☒ No,
        IP was assigned from Dow to The Board of Regents of The University of Texas per INT-27237603
	Parker
    Highlander



 






    
CONFIDENTIAL
Page 12 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	Singaporean
                                         Serial No. 200504247.8, Issued Patent No. 112782

        Filed
        on 08/12/2003
	Drug
    Particles From Freezing onto a Surface (5612 DOW)	Brian
                                         D. Scherzer

        James
        E. Hitt

        Jonthan
        C. Evans
	☐Yes,

        ☒ No,
        IP was assigned from Dow to The Board of Regents of The University of Texas per INT-27237603
	Parker
    Highlander
	US
                                         Serial No. 15/570,828

        Filed
        on 10/31/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒Yes,
w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	US
                                         Serial No. 62/156,052

        Filed
        on 09/02/2015
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	PCT/US15/4
    8093	Multidrug
                                         Brittle

                                         Matrix

        Compositions
        (6677 WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	Australian
                                         Serial No. 2015393953

        Filed
        on: 10/16/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	Brazilian
                                         Serial No. 1120170233 517

        Filed
        on: 10/30/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	Canadian
                                         Serial No. 2,983,427

        Filed
        on: 10/20/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        ☐
	Parker
    Highlander



 






    
CONFIDENTIAL
Page 13 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	Chinese
                                         Serial No. 2015008051 7.9

        Filed
        on: 11/29/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	European
                                         Serial No. 15766292.5

        Filed
        on: 11/16/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	Indian
                                         Serial No. 2017170402 47

        Filed
        on: 11/10/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	Japanese
                                         Serial No. 2017-557057

        Filed
        on: 10/31/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒
                                                                                                                                                               Yes, w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	Korean
                                         Serial No. 10-2017- 7034565

        Filed
        on: 11/29/17
	Multidrug
                                         Brittle Matrix Compositions

        (6677
        WIL and 6678 WIL)
	Robert
                                         O. Williams III

        Alan
        B. Watts

        Jay
        I. Peters
	☒ Yes,
                                                                                                                                                               w/ UT Health San Antonio

        ☐
	Parker
    Highlander
	US
                                         Serial No. 12/371,573

        Filed
        on 2/13/2009
	Templated
    Open Flocs of Anisotropic Particles for Enhanced Pulmonary Delivery (5312 JOH)	Keith
                                         P. Johnston

        Jasmine
        Tam (Rowe)

        Robert
        O. Williams III

        Alan
        B. Watts

        Joshua
        D. Engstrom
	☐ Yes,

        ☒ No
	Parker
    Highlander
	Canada
                                         Issued Patent No. 2,723,314

        Filed
        on 2/13/2009
	Templated
    Open Flocs of Anisotropic Particles for Enhanced Pulmonary Delivery (5312 JOH)	Joshua
                                         D. Engstrom

        Keith
        P. Johnston

        Jasmine
        Tam (Rowe)

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander



 






    
CONFIDENTIAL
Page 14 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	Australia
                                         Issued Patent No. 2009214443

        Filed
        on 2/13/2009
	Templated
    Open Flocs of Anisotropic Particles for Enhanced Pulmonary Delivery (5312 JOH)	Joshua
                                         D. Engstrom

        Keith
        P. Johnston

        Jasmine
        Tam (Rowe)

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander
	European
                                         Serial No. 09709833.9, Issued Patent No. 2252275

        Validated
        in Belgium, Denmark, Finland, France, Germany, Ireland, Luxembourg, Monaco, Netherlands, Norway, Sweden, Switzerland,
        and Great Britain

        Filed
        on 9/13/2010
	Templated
    Open Flocs of Anisotropic Particles for Enhanced Pulmonary Delivery (5312 JOH)	Joshua
                                         D. Engstrom

        Keith
        P. Johnston

        Jasmine
        Tam (Rowe)

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander
	US
                                         Serial No. 61/028,218

        Filed
        on 2/13/2008
	Non-Settling
    Flocs for Surfactant-Free Enhanced Pulmonary Delivery with Pressurized Metered Dose Inhalers (5312 JOH)	Joshua
                                         D. Engstrom

        Keith
        P. Johnston

        Jasmine
        Tam (Rowe)
	☐ Yes,

        ☒ No
	Parker
    Highlander
	PCT/US2009
                                         /034162

        Filed
        on 2/13/2009
	Templated
    Open Flocs of Anisotropic Particles for Enhanced Pulmonary Delivery (5312 JOH)	Joshua
                                         D. Engstrom

        Keith
        P. Johnston

        Jasmine
        Tam (Rowe)
	☐ Yes,

        ☒ No
	Parker
    Highlander



 






    
CONFIDENTIAL
Page 15 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	US
                                         Serial No. 14/603,211, Issued US Patent 9,622,974

        Division
        of 12/665,308 Filed on 01/22/15
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander
	US
                                         Serial No. 15/479,137

        Continuation
        of 14/603,211.

        Filed
        on 04/04/17
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander
	Europe
                                         Serial No. 08771657.7, Issued Patent No. 2170283

        Filed
        on 01/22/2010
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander
	US
                                         Serial No. 12/665,386, Issued US Patent No. 8,968,786

        Filed
        on 12/18/2009
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander
	US
                                         Provisional Serial No. 60/945,737

        Filed
        on 6/22/2007
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom
	☐ Yes,

        ☒ No
	Parker
    Highlander
	Canada
                                         Issued Patent No. 2,691,531

        Filed
        on 12/22/2009
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander



 






    
CONFIDENTIAL
Page 16 of 17


     


    

 


	App.
    No./

    Date of

    Filing	Title	Inventor(s)	Jointly
    Owned?

    (Y/N; if Y, with

    whom?)	Prosecution

    Counsel
	Japan
                                         Serial No. 2010- 513468, Issued Patent No. 5658031

        Filed
        on 02/19/2010
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom

        Robert
        O. Williams III
	☐ Yes,

        ☒ No
	Parker
    Highlander
	PCT/US2008
                                         /067766

        Filed
        on 06/20/2008
	Formation
    of Stable Submicron Peptide or Protein Particles by Thin Film Freezing (5254 JOH)	Keith
                                         P. Johnston

        Joshua
        D. Engstrom
	☐ Yes,

        ☒ No
	Parker
    Highlander
	62/702,674

        Filed
        on 07/24/2018
	Compositions
    of surface-modified therapeutically active particles by ultra-rapid freezing (7314 WIL)	Robert
                                         O. Williams III

        Alan
        B. Watts

        Chaeho
        Moon
	☐ Yes,

        ☒ No
	Parker
    Highlander



 


 





CONFIDENTIAL


Page 17 of 17