Browse EX-10 agreements

**LATIGO BIOTHERAPEUTICS, INC. **

**2026 EMPLOYEE STOCK PURCHASE PLAN **

**ADOPTED BY THE BOARD OF DIRECTORS: JUNE 17, 2026 **

**APPROVED BY THE STOCKHOLDERS: [    ] **

**1. GENERAL; PURPOSE. **

(a) The Plan provides a means by which Eligible Employees of the Company and certain Designated Companies may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series of Purchase Rights to Eligible Employees under an Employee Stock Purchase Plan. In addition, the Plan permits the Company to grant a series of Purchase Rights to Eligible Employees that do not meet the requirements of an Employee Stock Purchase Plan.

…

**LATIGO BIOTHERAPEUTICS, INC. **

**2026 EQUITY INCENTIVE PLAN **

**ADOPTED BY THE BOARD OF DIRECTORS: JUNE 17, 2026 **

**APPROVED BY THE STOCKHOLDERS: [  ] **

1.	GENERAL.

(a) Successor to and Continuation of Prior Plan. The Plan is the successor to and continuation of the Prior Plan. As of the Effective Date, (i) no additional awards may be granted under the Prior Plan; (ii) the Prior Plan’s Available Reserve plus any Returning Shares will become available for issuance pursuant to Awards granted under this Plan; and (iii) all outstanding awards granted under the Prior Plan will remain subject to the terms of the Prior Plan (except to the extent such outstanding Awards result in Returning Shares that become available for issuance pursuant to Awards granted under this Plan). All Awards granted under this Plan will be subject to the terms of this Plan.

…

***INDEMNIFICATION AGREEMENT ***

This Indemnification Agreement is dated as of *     , 20 * (this “Agreement”) and is between Latigo Biotherapeutics, Inc., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”).

**Background **

The Company believes that in order to attract and retain highly competent persons to serve as directors or in other capacities, including as officers, it must provide such persons with adequate protection through indemnification against the risks of claims and actions against them arising out of their services to and activities on behalf of the Company.

The Company desires and has requested Indemnitee to serve as a director and/or officer of the Company and, in order to induce the Indemnitee to serve in such capacity, the Company is willing to grant the Indemnitee the indemnification provided for herein. Indemnitee is willing to so serve on the basis that such indemnification be provided.

…

**LATIGO BIOTHERAPEUTICS, INC. **

May 26, 2026

Todd Smith

**Re: Board of Directors of Latigo Biotherapeutics, Inc. **

Dear Todd:

It is my sincere pleasure to offer you a position as a member of the Board of Directors (the “Board”) of Latigo Biotherapeutics, Inc. (the “Company”). We believe that your experience and background will be of great benefit to the Company.

As a Board member, you will participate in regularly scheduled and special Board meetings, including any committee meetings (in person and telephonically), meet or otherwise periodically confer with Company executives and advisors and provide assistance to the Company’s executive team with occasional meetings, site visits, conference calls and advice on an as-needed basis.

…

**LATIGO BIOTHERAPEUTICS, INC. **

**STOCK OPTION GRANT NOTICE **

**(2026 EQUITY INCENTIVE PLAN) **

Latigo Biotherapeutics, Inc. (the “Company”), pursuant to its 2026 Equity Incentive Plan (the “Plan”), has granted to you (“Optionholder”) an option to purchase the number of shares of Common Stock set forth below (the “Option”). Your Option is subject to all of the terms and conditions as set forth herein and in the Plan, and the Stock Option Agreement and the Notice of Exercise, all of which are attached hereto and incorporated herein in their entirety. Capitalized terms not explicitly defined herein but defined in the Plan or the Stock Option Agreement shall have the meanings set forth in the Plan or the Stock Option Agreement, as applicable.

…

**LATIGO BIOTHERAPEUTICS, INC. **

**EXECUTIVE EMPLOYMENT AGREEMENT **

**for **

**NEHA KRISHNAMOHAN **

This Executive Employment Agreement (this “Agreement”), is made and entered into July 15, 2026, by and between Neha Krishnamohan (“Executive”) and Latigo Biotherapeutics, Inc. (the “Company”). This Agreement is contingent and shall only be effective immediately prior to such time as the U.S. Securities and Exchange Commission declares the Company’s registration statement on Form S-1 effective (such date, the “Effective Date”).

WHEREAS, the Company and Executive desire to enter into an agreement of employment on the terms set forth herein to amend and restate the terms of the Executive’s continued employment with the Company.

WHEREAS, as of the Effective Date, this Agreement shall supersede and replace the Offer Letter between the Executive and the Company, dated January 30, 2026 (the “Prior Agreement”).

…

**Exhibit 10.9 **

**LATIGO BIOTHERAPEUTICS, INC. **

October 25, 2024

Timothy P. Walbert

**Re: Independent Chair Position on the Board of Directors of Latigo Biotherapeutics, Inc. **

Dear Tim:

It is my sincere pleasure to offer you the opportunity to join the Board of Directors (the “Board”) of Latigo Biotherapeutics, Inc. (the “Company”) as its independent Chair.

If you accept this offer, we will immediately seek the necessary stockholder consent to elect you to the Board and the Board’s consent to elect you as Chair. As Chair and a Board member, you will participate in regularly scheduled and special Board meetings, participate in conference calls of the Board, meet or otherwise periodically confer with Company executives, and provide assistance to the Company’s executive team with occasional meetings, site visits, conference calls and advice on an as-needed basis.

…

**Exhibit 10.10 **

**CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. **

CONFIDENTIAL

FINAL JULY 22, 2020

**LICENSE AGREEMENT **

This License Agreement (this “Agreement”), entered into by and between Lieber Institute, Inc. (d/b/a: Lieber Institute for Brain Development), a nonprofit research institute with an address at 855 North Wolfe Street, Suite #300, 3rd Floor, Baltimore, MD 21205 (“LIBD”), and Latigo Biotherapeutics, Inc., a corporation organized and existing under the laws of the State of Delaware, with an address at 1290 Rancho Conejo Boulevard, Suite 102, Thousand Oaks, CA 91320 (“Latigo”) (each a “Party” and collectively the “Parties”), is effective as of the 22nd day of July 2020 (the “Effective Date”).

**BACKGROUND **

A. LIBD has developed and has rights to the LIBD Nav1.8 inhibitor program (the “Licensed Program,” as defined below in more detail); and

…

**LATIGO BIOTHERAPEUTICS, INC. **

**SEVERANCE PLAN **

**AND **

**SUMMARY PLAN DESCRIPTION **

**APPROVED BY THE BOARD OF DIRECTORS: July 13, 2026 **

1. Introduction. The purpose of this Latigo Biotherapeutics, Inc. Severance Plan (the “Plan”) is to provide specified severance benefits to eligible employees of the Company (as defined below) whose employment is terminated by the Company or a successor under certain circumstances. This Plan is an “employee welfare benefit plan,” as defined in Section 3(1) of ERISA (as defined below). This Plan shall supersede any existing severance plan or individual agreement between the Company and any Covered Employee (as defined below) and any other plan, policy or practice, whether written or unwritten, maintained by the Company with respect to a Covered Employee, in each case to the extent that such agreement, plan, policy or practice provides for equity acceleration or severance benefits upon the Covered Employee’s separation from the Company. This document constitutes both the written instrument under which the Plan is maintained and the

…

**LATIGO BIOTHERAPEUTICS, INC. **

**EXECUTIVE EMPLOYMENT AGREEMENT **

**for **

**NEIL SINGLA, M.D. **

This Executive Employment Agreement (this “Agreement”), is made and entered into July 15, 2026, by and between Neil Singla, M.D. (“Executive”) and Latigo Biotherapeutics, Inc. (the “Company”). This Agreement is contingent and shall only be effective immediately prior to such time as the U.S. Securities and Exchange Commission declares the Company’s registration statement on Form S-1 effective (such date, the “Effective Date”).

WHEREAS, the Company and Executive desire to enter into an agreement of employment on the terms set forth herein to amend and restate the terms of the Executive’s continued employment with the Company.

WHEREAS, as of the Effective Date, this Agreement shall supersede and replace the Offer Letter between the Executive and the Company, dated March 16, 2024 (the “Prior Agreement”).

…

**Exhibit 10.8 **

**LATIGO BIOTHERAPEUTICS, INC. **

January 30, 2026

Tim Lugo

Re:	**Separation Agreement **

Dear Tim:

This letter sets forth the substance of the separation agreement (the “Agreement”) that Latigo Biotherapeutics, Inc. (the “Company”) is offering to you to aid in your employment transition.

1. SEPARATION. Your employment termination date will be January 30, 2026 (the “Separation Date”). You understand and agree that you are not authorized to hold yourself out as being employed or affiliated with the Company in any way following the Separation Date.

…

** **

AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT

** **

THIS AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT (this “Amendment No. 2”) is dated as of July [__], 2026, by and among Aditxt, Inc., a Delaware corporation (the “ADTX Borrower”), Ignite Proteomics LLC, a Delaware limited liability company (the “Ignite Borrower”, and together with the ADTX Borrower, the “Borrowers”) and the undersigned Buyers (as defined in the Note Purchase Agreement (as defined below)) (collectively, the “Undersigned Buyers”), and, subject to the occurrence of the Effective Time, will amend that certain Note Purchase Agreement, dated as of June 3, 2026, by and among the Borrowers and each of the Buyers (the “Note Purchase Agreement”), as amended by that certain Amendment No. 1 to Note Purchase Agreement, dated June 22, 2026 (“Amendment No. 1”). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings set forth in the Note Purchase Agreement.

…