Fourth Amendment to Patent License Agreement by and between us and the University of Central Florida Research Foundation, dated July 31, 2023

Exhibit 10.23

Fourth Amendment to Patent License Agreement

This Fourth Amendment (“Fourth Amendment”) to the License Agreement (License ID: 80471) (“License Agreement”) is effective July ___, 2023 (the “Fourth Amendment Effective Date”) by and between the University of Central Florida Research Foundation, Inc., having an address and place of business at 12201 Research Parkway, Suite 501, Orlando, Florida, 32826 (the “LICENSOR”), and Hesperos, Inc., a Delaware corporation authorized to conduct business in Florida as a foreign corporation, having an office and place of business at 12501 Research Parkway, Suite 100, Orlando, Florida 32826 (the “LICENSEE”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the License Agreement.

WHEREAS, LICENSOR and LICENSEE executed the License Agreement having an effective date of October 6, 2015, the First Amendment to the License Agreement dated September 16, 2016, the Second Amendment to the License Agreement dated October 30, 2016, and the Third Amendment to the License Agreement (the “Third Amendment”) dated April 26, 2022 (the “Third Amendment Effective Date”);

WHEREAS, the completion of a firmly underwritten initial public offering and sale of shares of common stock of LICENSEE pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “IPO”), was a condition precedent to the validity and enforceability of the Third Amendment, and the failure to complete the IPO within twelve months from the Third Amendment Effective Date rendered the Third Amendment null and void ab initio;

WHEREAS, LICENSOR desires the LICENSEE to have an IPO and is willing to amend the License Agreement;

NOW, THEREFORE, in consideration of the mutual covenants and agreement of terms set forth herein, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

Replace Section B.2. of Article IV – Royalties, Payments and Reports with the following:

Upon written notification to LICENSOR, LICENSEE may incorporate the New Inventions into the Patent Rights. For New Inventions that are: (a) solely owned or controlled by LICENSOR, LICENSOR’s equity ownership interest shall increase by 25,000 shares of LICENSEE’s common stock for each New Invention having the same Docket # (e.g. from current Patent Rights, all cases bearing the docket number “10613-023” belong to the same patent family, while all cases bearing the docket number “10613-026” belong to a different patent family) that is/are incorporated into the Patent Rights and added to Appendix A Patent Rights, or (b) Joint Inventions or Jointly Owned Patent Rights, LICENSOR’s equity ownership interest shall increase by 6,250 shares of LICENSEE’s common stock for each New Inventions having the same Docket # that is/are incorporated into the Patent Rights and added to Appendix A Joint Owned Patent Rights. The shares of LICENSEE’s common stock to be issued pursuant to this Section B.2 shall be appropriately adjusted in the event of any stock dividend, stock split, revenue stock split or other similar recapitalization with respect to the shares of common stock of the LICENSEE.

[Signatures on following page]

IN WITNESS WHEREOF, the parties hereto have caused these presents to be signed by their respective duly authorized officers.

EXHIBIT A

PATENT RIGHTS

APPENDIX A

JOINTLY OWNED PATENT RIGHTS