PROGENITY, INC. | Business Contracts

Letter Agreement, dated November 21, 2022, by and between the Company and SDNY (Filed With SEC on November 23, 2022)

Form of Securities Purchase Agreement, dated November 6, 2022, by and between the Company and the Purchasers signatory therein (Filed With SEC on November 9, 2022)

Form of Warrant (Filed With SEC on November 9, 2022)

Form of Amended Warrant ($6.86 warrants) (Filed With SEC on November 9, 2022)

Form of Amended Warrant ($2.84 warrants) (Filed With SEC on November 9, 2022)

2020 Employee Stock Purchase Plan (Filed With SEC on March 28, 2022)

Form of 2021 Inducement Plan Stock Option Grant Notice (Filed With SEC on March 28, 2022)

Form of Inducement Plan Stock Option Award Agreement (Filed With SEC on March 28, 2022)

Form of Inducement Plan RSU Grant Notice (Filed With SEC on March 28, 2022)

Form of 2021 Inducement Plan RSU Award Agreement (Filed With SEC on March 28, 2022)

At Market Issuance Sales Agreement, dated November 22, 2021, by and among Progenity, Inc., B. Riley Securities, Inc., BTIG, LLC, and H.C. Wainwright & Co. LLC (Filed With SEC on November 22, 2021)

Offer Letter by and between Progenity, Inc. and Adi Mohanty, dated as of October 30, 2021 (Filed With SEC on November 9, 2021)

Progenity, Inc. 2021 Inducement Plan (Filed With SEC on November 9, 2021)

Form of Securities Purchase Agreement, dated October 4, 2021, by and between the Company and the Purchasers signatory therein (Filed With SEC on October 6, 2021)

Separation Agreement and General Release, dated September 1, 2021, by and between the registrant and Harry Stylli, Ph.D (Filed With SEC on September 1, 2021)

Underwriting Agreement, dated as of August 19, 2021 (Filed With SEC on August 23, 2021)

Form of Warrant (Filed With SEC on August 23, 2021)

Amendment No. 3 to Fourth Amended and Restated Investors Rights Agreement, dated as of May 31, 2021, by and among Progenity, Inc., and certain of its stockholders (Filed With SEC on August 12, 2021)

Fourth Amended and Restated Progenity, Inc. 2018 Equity Incentive Plan dated May 5, 2021 (Filed With SEC on August 12, 2021)

Amendment No. 3 to Fourth Amended and Restated Investors Rights Agreement, dated as of May 27, 2021, by and among Progenity, Inc. and certain of its stockholders (Filed With SEC on June 18, 2021)

Form of Warrant (Filed With SEC on June 14, 2021)

Form of Pre-Funded Warrant (Filed With SEC on June 14, 2021)

Securities Purchase Agreement, dated June 9, 2021, by and between the Company and the Purchasers signatory thereto (Filed With SEC on June 14, 2021)

Amendment No. 2 to Fourth Amended and Restated Investors Rights Agreement, dated as of December 7, 2020, by and among Progenity, Inc., and certain of its stockholders (Filed With SEC on March 18, 2021)

Description of Securities (Filed With SEC on March 18, 2021)

Form of Warrant (Filed With SEC on February 25, 2021)

Securities Purchase Agreement, dated February 22, 2021, by and between the Company and the Purchasers signatory therein (Filed With SEC on February 25, 2021)

Indenture, dated as of December 7, 2020, between Progenity, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee (Filed With SEC on December 7, 2020)

Form of Underwriting Agreement (Filed With SEC on December 1, 2020)

Form of common stock certificate of the registrant (Filed With SEC on December 1, 2020)

Series B Preferred Stock Purchase Warrant (Filed With SEC on December 1, 2020)

First Amendment to Series B Preferred Stock Purchase Warrant (Filed With SEC on December 1, 2020)

Second Amendment to Series B Preferred Stock Purchase Warrant (Filed With SEC on December 1, 2020)

Fourth Amended and Restated Investors Rights Agreement, dated as of August 27, 2019, by and among Progenity, Inc. and certain of its stockholders (Filed With SEC on December 1, 2020)

Amendment No. 1 to Fourth Amended and Restated Investors Rights Agreement, dated as of November 10, 2020, by and among Progenity, Inc., and certain of its stockholders (Filed With SEC on December 1, 2020)

Form of Indemnification Agreement for directors and executive officers (Filed With SEC on December 1, 2020)

2011 Incentive Stock Plan (Filed With SEC on December 1, 2020)

Second Amended and Restated 2012 Stock Plan (Filed With SEC on December 1, 2020)

2015 Consultant Stock Plan (Filed With SEC on December 1, 2020)

Third Amended and Restated 2018 Equity Incentive Plan (Filed With SEC on December 1, 2020)

2020 Employee Stock Purchase Plan (Filed With SEC on December 1, 2020)

Offer Letter by and between Progenity, Inc. and Eric dEsparbes, dated as of May 1, 2019 (Filed With SEC on December 1, 2020)

Offer Letter by and between Progenity, Inc. and Sami Shihabi, dated as of December 13, 2017 (Filed With SEC on December 1, 2020)

Offer Letter by and between Progenity, Inc. and Matt Cooper, dated as of March 20, 2015 (Filed With SEC on December 1, 2020)

Offer Letter by and between Progenity, Inc. and Clarke Neumann, dated as of August 26, 2014 (Filed With SEC on December 1, 2020)

Offer Letter by and between Progenity, Inc. and George Gianakopoulos, dated as of August 29, 2014 (Filed With SEC on December 1, 2020)

Offer Letter by and between Progenity, Inc. and Troy Seelye, dated as of January 19, 2020 (Filed With SEC on December 1, 2020)

Offer Letter by and between Progenity, Inc. and Damon Silvestry, dated as of March 8, 2020 (Filed With SEC on December 1, 2020)

Severance Plan (Filed With SEC on December 1, 2020)

Supply & Service Agreement by and between Progenity, Inc. and Illumina, Inc., dated as of November 26, 2014, as amended (Filed With SEC on December 1, 2020)

Settlement Agreement by and between Progenity, Inc. and Aetna Health Management, Inc., dated as of November 11, 2019 (Filed With SEC on December 1, 2020)

Amendment to Settlement Agreement by and between Progenity, Inc. and Aetna Health Management, Inc., dated as of April 29, 2020 (Filed With SEC on December 1, 2020)

Confidential Settlement Agreement and Mutual Release by and among Progenity, Inc., United HealthCare Services, Inc. and UnitedHealthcare Insurance Company, dated as of September... (Filed With SEC on December 1, 2020)

Settlement and General Release Agreement by and among Progenity, Inc., Connecticut General Life Insurance Company and Cigna Health and Life Insurance Company, dated as of December... (Filed With SEC on December 1, 2020)

Settlement and General Release Agreement by and among Mattison Pathology, LLP d/b/a Avero Diagnostics, Connecticut General Life Insurance Company and Cigna Health and Life... (Filed With SEC on December 1, 2020)

Credit and Security Agreement by and among Progenity, Inc., as borrower, Athyrium Opportunities III Co-Invest 1 LP, as a lender and collateral agent, and the other lenders party... (Filed With SEC on December 1, 2020)

First Amendment to Credit and Security Agreement by and among Progenity, Inc., as borrower, Athyrium Opportunities III Co-Invest 1 LP, as a lender and collateral agent, and the... (Filed With SEC on December 1, 2020)

Second Amendment to Credit and Security Agreement by and among Progenity, Inc., as borrower, Athyrium Opportunities III Co-Invest 1 LP, as a lender and collateral agent, and the... (Filed With SEC on December 1, 2020)

Management Services Agreement, by and between Mattison Pathology, LLP d/b/a Avero Diagnostics, a Texas limited liability partnership, and Avero Laboratory Holdings, LLC, a... (Filed With SEC on December 1, 2020)

Nominee Agreement, by and among Avero Laboratory Holdings, LLC, a Delaware limited liability company, Mattison Pathology, LLP d/b/a Avero Diagnostics, a Texas limited liability... (Filed With SEC on December 1, 2020)

Stipulation and Order of Settlement and Dismissal, effective July 23, 2020, among the U.S. Department of Justice through the U.S. Attorneys Office for the Southern District of New... (Filed With SEC on December 1, 2020)

Settlement Agreement, effective July 23, 2020, among the United States of America, acting through the U.S. Department of Justice through the U.S. Attorneys Office for the Southern... (Filed With SEC on December 1, 2020)

Promissory Note issued pursuant to the Settlement Agreement, dated July 21, 2020, among the United States of America, acting through the U.S. Department of Justice through the... (Filed With SEC on December 1, 2020)

Non-Prosecution Agreement, effective July 21, 2020, between the U.S. Attorneys Office for the Southern District of California and Progenity, Inc (Filed With SEC on December 1, 2020)

Corporate Integrity Agreement, effective July 21, 2020, between the Office of Inspector General of the Department of Health and Human Services and Progenity, Inc (Filed With SEC on December 1, 2020)

Amendment to Settlement Agreement by and between Progenity, Inc. and UnitedHealth Group, dated as of November 19, 2020 (Filed With SEC on December 1, 2020)

Stipulation and Order of Settlement and Dismissal, effective July 23, 2020, among the U.S. Department of Justice through the U.S. Attorneys Office for the Southern District of New... (Filed With SEC on July 24, 2020)

Settlement Agreement, effective July 23, 2020, among the United States of America, acting through the U.S. Department of Justice through the U.S. Attorneys Office for the Southern... (Filed With SEC on July 24, 2020)

Promissory Note issued pursuant to the Settlement Agreement, dated July 21, 2020, among the United States of America, acting through the U.S. Department of Justice through the... (Filed With SEC on July 24, 2020)

Non-Prosecution Agreement, effective July 21, 2020, between the U.S. Attorneys Office for the Southern District of California and Progenity, Inc (Filed With SEC on July 24, 2020)

Corporate Integrity Agreement, effective July 21, 2020, between the Office of Inspector General of the Department of Health and Human Services and Progenity, Inc (Filed With SEC on July 24, 2020)

Management Services Agreement, by and between Mattison Pathology, LLP d/b/a Avero Diagnostics, a Texas limited liability partnership, and Avero Laboratory Holdings, LLC, a... (Filed With SEC on June 18, 2020)

Nominee Agreement, by and among Avero Laboratory Holdings, LLC, a Delaware limited liability company, Mattison Pathology, LLP d/b/a Avero Diagnostics, a Texas limited liability... (Filed With SEC on June 18, 2020)

Form of Underwriting Agreement (Filed With SEC on June 15, 2020)

Third Amended and Restated 2018 Equity Incentive Plan (Filed With SEC on June 15, 2020)

2020 Employee Stock Purchase Plan (Filed With SEC on June 15, 2020)

Form of common stock certificate of the registrant (Filed With SEC on June 4, 2020)

Form of Indemnification Agreement for directors and executive officers (Filed With SEC on June 4, 2020)

Severance Plan (Filed With SEC on June 4, 2020)

Series B Preferred Stock Purchase Warrant (Filed With SEC on May 27, 2020)

First Amendment to Series B Preferred Stock Purchase Warrant (Filed With SEC on May 27, 2020)

Second Amendment to Series B Preferred Stock Purchase Warrant (Filed With SEC on May 27, 2020)

Fourth Amended and Restated Investors Rights Agreement, dated as of August 27, 2019, by and among Progenity, Inc. and certain of its stockholders (Filed With SEC on May 27, 2020)

2011 Incentive Stock Plan (Filed With SEC on May 27, 2020)

Second Amended and Restated 2012 Stock Plan (Filed With SEC on May 27, 2020)

2015 Consultant Stock Plan (Filed With SEC on May 27, 2020)

Third Amended and Restated 2018 Equity Incentive Plan (Filed With SEC on May 27, 2020)

Offer Letter by and between Progenity, Inc. and Eric dEsparbes, dated as of May 1, 2019 (Filed With SEC on May 27, 2020)

Offer Letter by and between Progenity, Inc. and Sami Shihabi, dated as of December 13, 2017 (Filed With SEC on May 27, 2020)

Offer Letter by and between Progenity, Inc. and Matt Cooper, dated as of March 20, 2015 (Filed With SEC on May 27, 2020)

Offer Letter by and between Progenity, Inc. and Clarke Neumann, dated as of August 26, 2014 (Filed With SEC on May 27, 2020)

Offer Letter by and between Progenity, Inc. and George Gianakopoulos, dated as of August 29, 2014 (Filed With SEC on May 27, 2020)

Offer Letter by and between Progenity, Inc. and Troy Seelye, dated as of January 19, 2020 (Filed With SEC on May 27, 2020)

Offer Letter by and between Progenity, Inc. and Damon Silvestry, dated as of March 8, 2020 (Filed With SEC on May 27, 2020)

Supply & Service Agreement by and between Progenity, Inc. and Illumina, Inc., dated as of November 26, 2014, as amended (Filed With SEC on May 27, 2020)

Settlement Agreement by and between Progenity, Inc. and Aetna Health Management, Inc., dated as of November 11, 2019 (Filed With SEC on May 27, 2020)

Amendment to Settlement Agreement by and between Progenity, Inc. and Aetna Health Management, Inc., dated as of April 29, 2020 (Filed With SEC on May 27, 2020)

Confidential Settlement Agreement and Mutual Release by and among Progenity, Inc., United HealthCare Services, Inc. and UnitedHealthcare Insurance Company, dated as of September... (Filed With SEC on May 27, 2020)

Settlement and General Release Agreement by and among Progenity, Inc., Connecticut General Life Insurance Company and Cigna Health and Life Insurance Company, dated as of December... (Filed With SEC on May 27, 2020)

Settlement and General Release Agreement by and among Mattison Pathology, LLP d/b/a Avero Diagnostics, Connecticut General Life Insurance Company and Cigna Health and Life... (Filed With SEC on May 27, 2020)

Credit and Security Agreement by and among Progenity, Inc., as borrower, Athyrium Opportunities III Co-Invest 1 LP, as a lender and collateral agent, and the other lenders party... (Filed With SEC on May 27, 2020)

First Amendment to Credit and Security Agreement by and among Progenity, Inc., as borrower, Athyrium Opportunities III Co-Invest 1 LP, as a lender and collateral agent, and the... (Filed With SEC on May 27, 2020)

Second Amendment to Credit and Security Agreement by and among Progenity, Inc., as borrower, Athyrium Opportunities III Co-Invest 1 LP, as a lender and collateral agent, and the... (Filed With SEC on May 27, 2020)

PROGENITY, INC. (103)