Amendment No. 1 to the Other Transaction for Advanced Research (OTAR) between the Company and the United States of America Department of Health and Human Services, Administration for Strategic Preparedness and Response, Biomedical Advanced Research and Development Authority, concerning Pre-exposure Prophylactic Monoclonal Antibodies for the Prevention of Influenza Illness and Medical Countermeasures for Other Emerging Pathogens of Pandemic Potential (Agreement No. 75A50122C00081, Amendment No. P00001), dated September 29, 2023

Effective Date of Amendment: This Amendment No. P0000l (the "Amendment") will be effective upon last signature in Section Ill.

Total Amount of the Agreement is increased by [***] from [***] to [***].

Government Share of Total Amount of the Agreement remains unchanged and is not to exceed

Recipient Share of Total Amount of the Agreement is increased by [***] from [***] to [***].

Current Government commitment is increased by $61,300,401 from $55,000,000 to

Current Recipient commitment is increased by [***] from [***] to [***].

Authority: Section 319L of the Public Health Service Act, 42 USC 247d-7e.

I.AMENDMENT PURPOSE: The purpose of this amendment is to:

1.Base Period and Option Period Cost Share

The table as shown below represents the Parties' Total Estimated Cost and Cost Shares under the SOO for the Base Period and Option Periods of this Agreement. The Cost Share will be determined by the OTAO prior to exercise of the respective Option. Furthermore, any recommendation of the JOC is subject to the final decision and signature authority of the OTAO.

1.Base Period and Option Period Cost Share

The table as shown below represents the Parties' Total Estimated Cost and Cost Shares under the SOO for the Base Period and Option Periods of this Agreement. The Cost Share will be determined by the OTAO prior to exercise of the respective Option. Furthermore, any recommendation of the JOC is subject to the final decision and signature authority of the OTAO.

2.Indirect Cost Rates

The following provisional billing rates are incorporated into the Agreement and will be utilized for billing purposes during the Base Period pending the establishment of final indirect cost rates for each fiscal year or until revised by the OTAO.

Ceilings are hereby established on indirect costs reimbursable under this Agreement. Therefore, the Government will not be obligated to pay any additional amounts if the final indirect cost rates developed by the cognizant audit activity based on actual allowable costs exceed the ceiling rates set forth above. The recipient may count the costs that exceed the ceiling rates toward their Cost Share.

The Recipient shall submit an adequate final indirect cost rate proposal to the OTAO and the cognizant auditor within the [***] period following the end of each of its fiscal years during the period of performance. The OTAO may grant, in writing, reasonable extensions, for exceptional circumstances only, when requested in writing by the Recipient.

2.Indirect Cost Rates

The following provisional billing rates are incorporated into the Agreement and will be utilized for billing purposes during the Base Period pending the establishment of final indirect cost rates for each fiscal year or until revised by the OTAO.

Effective Amendment P0000l:

Ceilings are hereby established on indirect costs reimbursable under this Agreement. Therefore, the Government will not be obligated to pay any additional amounts if the final indirect cost rates developed by the cognizant audit activity based on actual allowable costs exceed the ceiling rates set forth above. The recipient may count the costs that exceed the ceiling rates toward their Cost Share.

The Recipient shall submit an adequate final indirect cost rate proposal to the OTAO and the cognizant auditor within the [***] period following the end of each of its fiscal years during the period of performance. The OTAO may grant, in writing, reasonable extensions, for exceptional circumstances only, when requested in writing by the Recipient.

b.Article Ill: Program Management, section A, paragraph 3: Recipient senior management member identified as [***] will be replaced with [***], as follows:

The JOC will meet by teleconference or in-person to review progress. The JOC will recommend the strategy to be covered Under This Agreement during the subsequent funding period, as well as how BARDA and Recipient funding will be allocated across these activities. The recommendations would be submitted, as appropriate, to the relevant Recipient governance board(s) for endorsement and decision. If endorsed by the Recipient and mutually agreed to by BARDA, the recommendations will be incorporated into the 500 and this Agreement through modifications as described in Article Ill. In the event that a JOC decision cannot be reached, the matter will be escalated to one BARDA senior management member, identified as [***] and one Recipient senior management member identified as [***], in a good faith effort to achieve resolution. Final JOC decisions will be formalized in a memorandum and signed by both Parties.

c.Recipient Signatory will be [***].

d.Attachment 1: 500 shall be deleted and replaced with Attachment 1: Statement of Objectives Amendment 1.

e.Attachment 1: 500 shall be deleted and replaced with Attachment 1: Statement of Objectives Amendment 1.

f.[***]

g.Article II: Term, Section A, Paragraph 1 shall be deleted and replaced with "The Term of this Agreement commences upon the effective date of September 30, 2022, and extends through July 13, 2027."

Ill.    EXECUTION

Capitalized terms not otherwise defined herein shall have their respective meanings in the Agreement. Except as provided in this Amendment, all terms and conditions of the Agreement, unless previously changed, remain unchanged and in full force and effect.

Acknowledged, accepted, and agreed for: