Attached files

file filename
S-1 - S-1 - Corvus Pharmaceuticals, Inc.a2226867zs-1.htm
EX-10.4(D) - EX-10.4(D) - Corvus Pharmaceuticals, Inc.a2226867zex-10_4d.htm
EX-10.9(A) - EX-10.9(A) - Corvus Pharmaceuticals, Inc.a2226867zex-10_9a.htm
EX-10.13(A) - EX-10.13(A) - Corvus Pharmaceuticals, Inc.a2226867zex-10_13a.htm
EX-4.2 - EX-4.2 - Corvus Pharmaceuticals, Inc.a2226867zex-4_2.htm
EX-10.9(B) - EX-10.9(B) - Corvus Pharmaceuticals, Inc.a2226867zex-10_9b.htm
EX-10.2(A) - EX-10.2(A) - Corvus Pharmaceuticals, Inc.a2226867zex-10_2a.htm
EX-3.1 - EX-3.1 - Corvus Pharmaceuticals, Inc.a2226867zex-3_1.htm
EX-3.2 - EX-3.2 - Corvus Pharmaceuticals, Inc.a2226867zex-3_2.htm
EX-3.3 - EX-3.3 - Corvus Pharmaceuticals, Inc.a2226867zex-3_3.htm
EX-3.4 - EX-3.4 - Corvus Pharmaceuticals, Inc.a2226867zex-3_4.htm
EX-10.8 - EX-10.8 - Corvus Pharmaceuticals, Inc.a2226867zex-10_8.htm
EX-10.7 - EX-10.7 - Corvus Pharmaceuticals, Inc.a2226867zex-10_7.htm
EX-10.1 - EX-10.1 - Corvus Pharmaceuticals, Inc.a2226867zex-10_1.htm
EX-23.1 - EX-23.1 - Corvus Pharmaceuticals, Inc.a2226867zex-23_1.htm
EX-10.12 - EX-10.12 - Corvus Pharmaceuticals, Inc.a2226867zex-10_12.htm
EX-10.4(A) - EX-10.4(A) - Corvus Pharmaceuticals, Inc.a2226867zex-10_4a.htm
EX-10.2(C) - EX-10.2(C) - Corvus Pharmaceuticals, Inc.a2226867zex-10_2c.htm
EX-10.4(F) - EX-10.4(F) - Corvus Pharmaceuticals, Inc.a2226867zex-10_4f.htm
EX-10.5(C) - EX-10.5(C) - Corvus Pharmaceuticals, Inc.a2226867zex-10_5c.htm
EX-10.11 - EX-10.11 - Corvus Pharmaceuticals, Inc.a2226867zex-10_11.htm
EX-10.15 - EX-10.15 - Corvus Pharmaceuticals, Inc.a2226867zex-10_15.htm
EX-10.5(D) - EX-10.5(D) - Corvus Pharmaceuticals, Inc.a2226867zex-10_5d.htm
EX-10.2(B) - EX-10.2(B) - Corvus Pharmaceuticals, Inc.a2226867zex-10_2b.htm
EX-10.5(B) - EX-10.5(B) - Corvus Pharmaceuticals, Inc.a2226867zex-10_5b.htm
EX-10.14 - EX-10.14 - Corvus Pharmaceuticals, Inc.a2226867zex-10_14.htm
EX-10.13(B) - EX-10.13(B) - Corvus Pharmaceuticals, Inc.a2226867zex-10_13b.htm
EX-10.10(B) - EX-10.10(B) - Corvus Pharmaceuticals, Inc.a2226867zex-10_10b.htm
EX-10.10(A) - EX-10.10(A) - Corvus Pharmaceuticals, Inc.a2226867zex-10_10a.htm
EX-10.6 - EX-10.6 - Corvus Pharmaceuticals, Inc.a2226867zex-10_6.htm
EX-10.4(E) - EX-10.4(E) - Corvus Pharmaceuticals, Inc.a2226867zex-10_4e.htm
EX-10.4(C) - EX-10.4(C) - Corvus Pharmaceuticals, Inc.a2226867zex-10_4c.htm
EX-10.5(A) - EX-10.5(A) - Corvus Pharmaceuticals, Inc.a2226867zex-10_5a.htm

Exhibit 10.4(b)

 

AMENDMENT TO THE CORVUS
PHARMACEUTICALS, INC.

2014 EQUITY INCENTIVE PLAN

 

Effective November 26, 2014

 

This Amendment to the Corvus Pharmaceuticals, Inc. 2014 Equity Incentive Plan (as amended, the “Plan”) is effective as of the date first set forth above, such amendment having been approved by the Board of Directors of Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), on November 26, 2014, and approved by the holders of a majority of the Company’s outstanding shares of voting capital stock on November 26, 2014, in each case in accordance with Section 15 of the Plan. Capitalized but undefined terms shall have the meanings provided in the Plan.

 

As of result of the foregoing approvals, the Plan is hereby amended as follows:

 

1.                                      Section 3 of the Plan is hereby amended and restated in its entirety to read as follows:

 

“3.                                       STOCK SUBJECT TO THE PLAN. Subject to the provisions of Section 13 hereof, the shares of stock subject to Options or Stock Purchase Rights shall be Common Stock. Subject to the provisions of Section 13 hereof, the maximum aggregate number of Shares which may be issued upon exercise of such Options or Stock Purchase Rights is 869,867. Shares issued upon exercise of Options or Stock Purchase Rights may be authorized but unissued, or reacquired Common Stock.  If an Option or Stock Purchase Right expires or becomes unexercisable without having been exercised in full, the unpurchased Shares which were subject thereto shall become available for future grant or sale under the Plan (unless the Plan has terminated). Shares which are delivered by the Holder or withheld by the Company upon the exercise of an Option or Stock Purchase Right under the Plan, in payment of the exercise price thereof or tax withholding thereon, may again be optioned, granted, or awarded hereunder, subject to the limitations of this Section 3.  If Shares of Restricted Stock are repurchased by the Company at their original purchase price, such Shares shall become available for future grant under the Plan (unless the Plan has terminated). Notwithstanding the provisions of this Section 3, no Shares may again be optioned, granted, or awarded if such action would cause an Incentive Stock Option to fail to qualify as an Incentive Stock Option under Code Section 422.”

 

2.                                      Section 13(d) of the Plan is hereby amended and restated in its entirety to read as follows:

 

“(d)    Change in Control. If the Company undergoes a Change in Control, then any surviving corporation or entity or acquiring corporation or entity, or affiliate of such corporation or entity, may assume any Options, Stock Purchase Rights, and/or Restricted Stock outstanding under the Plan or may substitute similar stock awards (including an award to acquire the same consideration paid to the stockholders in the transaction described in this Section 13(d)) for those outstanding under the Plan.  In the event any surviving corporation or entity or

 



 

acquiring corporation or entity in a Change in Control, or affiliate of such corporation or entity, does not assume such Options, Stock Purchase Rights, or Restricted Stock or does not substitute similar stock awards for those outstanding under the Plan, then, subject to the approval of the Administrator, the vesting of certain or all Options, Stock Purchase Rights, and Restricted Stock (and, if applicable, the time during which such awards may be exercised) shall be accelerated and made fully exercisable and all restrictions thereon shall lapse prior to the closing of the Change in Control (and the Options or Stock Purchase Rights terminated if not exercised prior to the closing of such Change in Control). The Administrator may also provide that all Options or Stock Purchase Rights outstanding under the Plan outstanding immediately prior to a Change in Control shall be terminated if not exercised prior to the closing of the Change in Control.”

 

[Signature Page Follows]

 

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The undersigned, being the duly elected and acting Secretary of the Company, hereby certifies that the foregoing amendment was duly approved and adopted by the Board of Directors and the Stockholders of the Company effective as of the date first referenced above.

 

 

 

By:

/s/ Alan C. Mendelson

 

 

Alan C. Mendelson, Secretary

 

 

Signature Page to Amendment to

Corvus Pharmaceuticals, Inc. 2014 Equity Incentive Plan