Note 9. Subsequent Events

Private placement of common stock and warrants through placement agent

During March and April 2024, approximately 16.9 million additional units were sold in the private placement conducted by the Company through a placement agent, for gross proceeds of approximately $2.8 million and net proceeds of approximately $2.5 million based on an estimated price of $0.17 per unit. Each unit comprised a fixed

combination of one share of common stock and one warrant to purchase one share of common stock. The purchase price per unit will be equal to 90% of the lower of (i) the VWAP of the common stock as of the first closing on December 29, 2023, and (ii) the intraday VWAP on the date of the final closing which has not yet occurred. The additional warrants to be issued to investors in the private placement, which covered a total of approximately 16.9 million shares, have a five-year term and an exercise price of $0.21 per share, and will be immediately exercisable when issued. Refer to Note 5, Equity Awards and Warrants – Private Placements of Common Stock and Warrants through Placement Agent for additional information.

Induced note conversions

During March 2024, in satisfaction of redemptions, the Company and the April 23, 2021 Noteholder entered into an exchange agreement, pursuant to which a portion of the April 23, 2021 Note was partitioned into a new note with an aggregate principal amount of $0.5 million, which was exchanged concurrently with the issuance of approximately 3.4 million shares of common stock.

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Resolution of contractual dispute with Samsung

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On April 3, 2024, the Company and Samsung executed a side letter agreement (the “Side Letter”), wherein the parties reached agreement for an orderly process for winding down services and a restructuring of the amount payable by the Company to Samsung (the “Total Balance”). The Total Balance due to Samsung, as restructured under the Side Letter, is now approximately $43.8 million. Except for a single $250,000 payment due on or before December 31, 2024, the entirety of the Total Balance is contingent, and will only be due and payable, upon the Company achieving a qualifying “Revenue” event, as defined in the Side Letter. Under the Side Letter, the Company has agreed to pay 20% of its qualifying Revenue generated in each calendar year, if any, with such payments to be applied to reduce the Total Balance until it is repaid in full. Interest will not accrue on the Total Balance throughout the prospective repayment period.

As part of the wind down process under the Side Letter, at the discretion of the Company, Samsung will arrange for the shipment of specified drug product, substance and reference standards previously manufactured and/or utilized by Samsung to a storage facility selected by the Company. Any vials and/or batches of drug substance and drug product the Company elects not to ship and store at an alternate vendor will be destroyed.

Under the original Agreement between the parties, Samsung performed non-exclusive services relating to technology transfer, process validation, manufacturing, pre-approval inspection, vial filling, and supply and storage services for leronlimab bulk drug substance and drug product. Samsung was one of several companies the Company engaged for such services. The Company believes it currently has enough drug product and substance to complete its contemplated clinical activity and will be transitioning the aforementioned services to one, or several, of its current service providers.

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