Investors Rights Agreement
We have entered into an investors rights agreement with certain holders of our common stock, including Dr. Diorio, our co-founder, vice-chair and chief executive officer and entities affiliated with ARCH Venture Partners. Pursuant to the agreement, certain holders of our common stock have the right to demand that we file a
registration statement, including a registration statement on Form S-3 if we qualify, or request that their shares be covered by a registration statement that we are otherwise filing. We will pay all expenses
relating to any demand registrations, Form S-3 registrations and piggyback registrations, other than underwriting discounts and selling commissions. As of April 8, 2020, the holders of approximately
887,094 shares of our common stock are entitled to rights with respect to the registration of their shares under the Securities Act of 1933, as amended.
Voting Agreement
Prior to our IPO, the election of the
members of the board of directors was governed by a voting agreement with certain of the holders of our outstanding capital stock, including Dr. Diorio and entities affiliated with ARCH Venture Partners. Upon the completion of our IPO, the
obligations of the parties to the voting agreement terminated, and none of our stockholders has any special rights regarding the nomination, election or designation of members of the board of directors.
Sylebra Letter Agreement
On June 20, 2018, we
entered into a letter agreement with Sylebra HK Company Limited, one of our significant stockholders, and Mr. Gibson. Among other things, pursuant to the letter agreement, we increased the size of our board to seven and appointed
Mr. Gibson to serve as a director with a term expiring at our 2018 annual meeting of stockholders. Furthermore, we agreed, in connection with the 2018 annual meeting of stockholders, to nominate Mr. Gibson to stand for election. The letter
agreement further provides that the Sylebra Group will abide by certain customary standstill provisions, lasting from the date of the letter agreement until the termination of the letter agreement (which cannot occur until after Mr. Gibson
resigns from our board of directors). Other than as described herein, there are no arrangements or understandings between Mr. Gibson, on the one hand, and us or any other persons, on the other hand, pursuant to which Mr. Gibson was
selected as a director.
Consulting Agreement
On
February 27, 2020, we entered into a consulting agreement with Mr. Phelan pursuant to which he provides strategic advisory and consulting services. Mr. Phelans services under the consulting agreement are distinct from his duties
as a director. The term of the consulting agreement began March 1, 2020 and ended April 12, 2020. Mr. Phelan was paid $100,000 for his services under the consulting agreement and, during the term of the consulting agreement, we
provided Mr. Phelan with temporary lodgings in the Seattle area.
Other Transactions
We have entered into employment agreements with our executive officers that, among other things, provide for certain severance and change of control benefits.
For a description of these agreements, see Executive CompensationExecutive Employment Arrangements.
We have granted stock options to
our executive officers. Pursuant, to our outside director compensation policy, we have paid cash compensation and granted restricted stock units to our non-employee directors. For a description of these
options, see Board of Directors and Corporate GovernanceDirector Compensation and Executive Compensation.
We have entered
into indemnification agreements with our directors and executive officers.
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