VAXX / Vaxxinity, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-41058 VAXXINITY, INC. (Exact name of registrant as specified in its char

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (RULE 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☑ Definitive Information S

As filed with the Securities and Exchange Commission on April 30, 2024

As filed with the Securities and Exchange Commission on April 30, 2024 Registration No.

As filed with the Securities and Exchange Commission on April 30, 2024

As filed with the Securities and Exchange Commission on April 30, 2024 Registration No.

As filed with Securities and Exchange Commission on April 30, 2024

As filed with Securities and Exchange Commission on April 30, 2024 Registration No.

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-41058 VAXXINITY, INC. The Nasdaq Stock Market LLC (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 505 Odyss

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2023 or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. for the transition period from to . Commission File Number 001-41058 VAXXINITY,

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (RULE 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☑ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c -5(d)(2)) ☐ Definitive Information

Vaxxinity Announces Intention to Voluntarily

Exhibit 99.1 Vaxxinity Announces Intention to Voluntarily Delist and Deregister its Class A Common Stock CAPE CANAVERAL , Fla., April 19, 2024 – Vaxxinity, Inc. (“Vaxxinity ”, “we”, “us” or the “Company”) (Nasdaq: VAXX ), a U.S. company pioneering the development of a new class of medicines, today announced its intention to voluntarily delist from the Nasdaq Global Market (“Nasdaq”) and to deregis

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 19, 2024 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorpora

Vaxxinity, Inc. Compensation Recoupment Policy

VAXXINITY, INC. COMPENSATION RECOUPMENT POLICY This Compensation Recoupment Policy (the “ Policy ”) has been adopted by the Board of Directors (the “ Board ”) of Vaxxinity, Inc. (the “ Company ”) on October 3, 2023. This Policy provides for the recoupment of certain executive compensation in the event of an accounting restatement resulting from material noncompliance with financial reporting requi

Subsidiaries of Vaxxinity, Inc.*

Exhibit 21.1 Subsidiaries of Vaxxinity, Inc. Name of Subsidiary State/Country of Organization Covaxx Brasil Ltda. Brazil Trinity Property Group II, LLC Texas United Neuroscience Cayman Islands United Neuroscience Limited Hong Kong United Neuroscience Limited Ireland United Neuroscience Limited, Taiwan Branch Taiwan United Neuroscience, LLC Delaware UNS IP Holdings, LLC Delaware

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2023 or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. for the transition period from to . Commission File Number 001-41058 VAXXINITY, I

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2024 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorporat

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2024 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorpo

VAXX / Vaxxinity, Inc. / Hu Mei Mei - SC 13G/A Passive Investment

SC 13G/A 1 d747927dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 92244V104 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Ch

VAXX / Vaxxinity, Inc. / Reese Lou - SC 13G/A Passive Investment

SC 13G/A 1 d747901dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 92244V104 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Ch

VAXX / Vaxxinity, Inc. / Prime Movers Lab Fund I LP Passive Investment

SC 13G/A 1 vaxxinity13g.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, Par Value $0.0001 per share (Title

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 30, 2023 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorp

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 -OR- ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41058 Vaxx

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 22, 2023 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incor

 Filed Pursuant to Rule 424(b)(3)

 Filed Pursuant to Rule 424(b)(3) Registration No. 333-273822 PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED AUGUST 18, 2023) Up to $100,000,000 Class A Common Stock We entered into an Open Market Sale Agreement SM with Jefferies LLC (“Jefferies” or the “sales agent”), dated August 9, 2023, relating to the sale of our Class A common stock, par value $0.0001 per share, offered by this prospectus supple

August 15, 2023

August 15, 2023 VIA EDGAR TRANSMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jimmy McNamara Re: Vaxxinity , Inc. Registration Statement on Form S-3 Registration No. 333-273822 Dear Mr. McNamara: In accordance with Rule 461 under the Securities Act of 1933, as amended, we hereby request acceleration of the effect

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) Vaxxinity, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forwar

Form of Indenture

Exhibit 4.3 VAXXINITY, INC. INDENTURE Dated as of [] [], as Trustee TABLE OF CONTENTS Page Article 1 Definition and Incorporation by Reference Section 1.01. Definitions 5 Section 1.02. Other Definitions 9 Section 1.03. Incorporation by Reference of Trust Indenture Act 10 Section 1.04. Rules of Construction 10 Article 2 The Securities Section 2.01. Issuable in Series 11 Section 2.02. Establishment

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 -OR- ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41058 Vaxxinity

Open Market Sale AgreementSM, dated as of August 9, 2023, between Vaxxinity, Inc.

Exhibit 1.2 OPEN MARKET SALE AGREEMENT SM August 9, 2023 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Vaxxinity, Inc., a Delaware corporation (the “ Company ”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “ Agent ”), shares of the Company’s Class A com

As filed with the Securities and Exchange Commission

As filed with the Securities and Exchange Commission on August 9, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VAXXINITY, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2083865 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employe

Letter from Armanino LLP

Exhibit 16.1 July 26, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 We have read Vaxxinity, Inc.’s statements included in Item 4.01 of its Current Report Form 8-K dated July 26, 2023 and agree with those statements concerning our firm. We have no basis to agree or disagree with other statements of the registrant contained therein. /s/ Armanino LLP

Appoints Peter Powchik,

Vaxxinity Appoints Peter Powchik, M.D., to Executive Vice President, Global Scientific Director Appointment adds Dr. Powchik’s experience in the development of marketed immunotherapeutics to Vaxxinity’s leadership team CAPE CANAVERAL, Fla., July 27, 2023 - Vaxxinity, Inc. (Nasdaq: VAXX ), a U.S. company pioneering the development of a new class of medicines, announced that Peter Powchik, M.D. will

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 27, 2023 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorporat

July 14, 2023

#97063561v7 July 14, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Christine Torney and Kevin Vaughn Re: Vaxxinity, Inc. Form 10-K for Year Ended December 31, 2022 File No. 001-41058 Dear Ms. Torney and Mr. Vaughn : This letter sets forth Vaxxinity Inc.’s (“the Company”) response to the comment s provided by the st

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 20, 2023 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorporat

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 -OR- ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41058 Vaxxinit

Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

Exhibit 5.1 One Financial Center Boston, MA 02111 617 542 6000 mintz.com April 28, 2023 Vaxxinity, Inc. 505 Odyssey Way Merritt Island, FL 32953 Re: Registration Statement on Form S-8 Ladies and Gentlemen: We have acted as legal counsel to Vaxxinity, Inc., a Delaware corporation (the “Company”), in connection with the preparation and filing with the Securities and Exchange Commission (the “Commiss

As filed with the Securities and Exchange Commission on May 5,

As filed with the Securities and Exchange Commission on May 5, 2023 Registration No.

Definitive Proxy Statement on Schedule 14A filed with the SEC on April 28, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Vaxxinity, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, par value $0.0

Vaxxinity, Inc. 2021 Omnibus Incentive Compensation Plan.

Error! Unknown document property name. VAXXINITY, INC. 2021 OMNIBUS INCENTIVE COMPENSATION PLAN SECTION 1. Purpose. The purpose of this 2021 Omnibus Incentive Compensation Plan (the “Plan”) is to enable the Company (as defined below) to grant equity compensation awards and other types of incentive compensation. The Plan is intended to replace the Prior Plan (as defined below), which shall be autom

As filed with the Securities and Exchange Commission on April 28, 2023

As filed with the Securities and Exchange Commission on April 28, 2023 Registration No.

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

As filed with the Securities and Exchange Commission on April 28, 2023

S-8 1 vaxxs82023evergreen.htm FORM S-8 As filed with the Securities and Exchange Commission on April 28, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VAXXINITY, INC. (Exact name of registrant as specified in its charter) Delaware 86-2083865 (State or other jurisdiction of incorpor

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2022 or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. for the transition period from to . Commission File Number 001-41058 VAXXINITY, I

Subsidiaries of Vaxxinity, Inc.*

Exhibit 21.1 Subsidiaries of Vaxxinity, Inc. Name of Subsidiary State/Country of Organization Covaxx Brasil Ltda. Brazil Trinity Property Group II, LLC Texas United Neuroscience Cayman Islands United Neuroscience Limited Hong Kong United Neuroscience Limited Ireland United Neuroscience Limited, Taiwan Branch Taiwan United Neuroscience, LLC Delaware UNS IP Holdings, LLC Delaware

US92244V1044 / VAXXINITY INC A / Prime Movers Lab Fund I LP Passive Investment

SC 13G/A 1 vaxxinity13g.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, Par Value $0.0001 per share (Title

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 30, 2023 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 333-261063 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorp

US92244V1044 / VAXXINITY INC A / UNITED BIOMEDICAL INC - SC 13G/A Passive Investment

SC 13G/A 1 d440850dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 92244V104 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Ch

US92244V1044 / VAXXINITY INC A / Hu Mei Mei - SC 13G/A Passive Investment

SC 13G/A 1 d442512dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 92244V104 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Ch

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 -OR- ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41058 Vaxx

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 -OR- ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41058 Vaxxinity

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 21, 2022 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 333-261063 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorpora

Description of Registered Securities

1 Exhibit 4.2 VAXXINITY, INC. DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT As of December 31, 2021, Vaxxinity, Inc. (the ?Company,? ?we? or ?us?) had one class of securities, our Class A common stock, par value $0.0001, registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). Our Class A common stock is listed on the Nasdaq G

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 -OR- ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41058 Vaxxinit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

DEFA14A 1 vaxxdefa14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a -6(e)(2)) ☒ Definitive Proxy Stat

US92244V1044 / VAXXINITY INC A / Reese Lou - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 92244V104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

US92244V1044 / VAXXINITY INC A / UNITED BIOMEDICAL INC - SC 13G Passive Investment

SC 13G 1 d328182dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 92244V104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box

US92244V1044 / VAXXINITY INC A / Hu Mei Mei - SC 13G Passive Investment

SC 13G 1 d334219dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 92244V104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box

Vaxxinity Reports Fourth Quarter and Full-Year

Exhibit 99.1 Vaxxinity Reports Fourth Quarter and Full-Year 2021 Financial Results and Provides Corporate Updates DALLAS, March 24, 2022 (GLOBE NEWSWIRE) - Vaxxinity, Inc. (Nasdaq: VAXX), a U.S. company pioneering the development of a new class of immunotherapeutic vaccines, today reported financial results for the fourth quarter and full year ended December 31, 2021. ?2021 was a transformational

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2022 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 333-261063 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorpor

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2021 or ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. for the transition period from to . Commission File Number 001-41058 VAXXINITY, I

Subsidiaries of Vaxxinity, Inc.*

Exhibit 21.1 Subsidiaries of Vaxxinity, Inc. Name of Subsidiary State/Country of Organization C19 Corp. Delaware Covaxx Brasil Ltda. Brazil Trinity Property Group II, LLC Texas United Neuroscience Cayman Islands United Neuroscience Limited Hong Kong United Neuroscience Limited Ireland United Neuroscience Limited, Taiwan Branch Taiwan United Neuroscience, LLC Delaware UNS IP Holdings, LLC Delaware

Appoints Dr.

EXHIBIT 99.1 Vaxxinity Appoints Dr. Peter Powchik to Board of Directors DALLAS, March 21, 2022 (GLOBE NEWSWIRE) - Vaxxinity, Inc. (Nasdaq: VAXX), a U.S. company pioneering the development of a new class of immunotherapeutic vaccines for chronic diseases, today announced that Peter Powchik, M.D. is joining its Board of Directors and will be retiring as Vaxxinity?s Executive Vice President, Research

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 17, 2022 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 333-261063 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorpor

US92244V1044 / VAXXINITY INC A / Prime Movers Lab Fund I LP Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Vaxxinity, Inc. (Name of Issuer) Class A Common Stock, Par Value $0.0001 per share (Title of Class of Securities) 9224

Vaxxinity Appoints Jason Pesile as SVP,

Exhibit 99.1 Vaxxinity Appoints Jason Pesile as SVP, Finance & Accounting, and George Hornig to Board of Directors DALLAS, Texas, January 4, 2022 (GLOBE NEWSWIRE) ? Vaxxinity, Inc. (Nasdaq: VAXX), a U.S. company pioneering the development of a new class of immunotherapeutic vaccines, today announced the appointment of Jason Pesile, MBA, CPA, as Senior Vice President, Finance & Accounting. The Comp

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 3, 2022 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 333-261063 86-2083865 (State or other jurisdiction (Commission (IRS Employer of incorpo

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 -OR- ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41058 Vaxx

Underwriting Agreement, dated November 11, 2021, by and among Vaxxinity, Inc. and BofA Securities, Inc., Jefferies LLC and Evercore Group L.L.C., as representatives of the several underwriters specified therein.

EX-1.1 2 d266520dex11.htm EX-1.1 Exhibit 1.1 VAXXINITY, INC. (a Delaware corporation) 6,000,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT November 11, 2021 BofA Securities, Inc. Jefferies LLC Evercore Group L.L.C. as Representatives of the several Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Jefferies LLC 520 Madison Avenue New York, New York 1002

Amended and Restated Certificate of Incorporation of Vaxxinity, Inc. (incorporated by reference to Exhibit 3.1 of our

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VAXXINITY, INC. * * * * * VAXXINITY, INC., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: FIRST: The Corporation was incorporated under the name Vaxxinity, Inc. by the filing of its original Certificate of Incorporation with the Delaware Secretary of S

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d266520d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 11, 2021 Vaxxinity, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41058 86-2083865 (State or other jurisdiction (Commissio

defined therein (Incorporated by reference to Exhibit 10.1 of Form 8-K, filed by Vaxxinity, Inc. on November 17,

Exhibit 10.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. REGISTRATION RIGHTS AGREEMENT BY AND AMONG VAXXINITY, INC. AND THE ?INVESTORS?, as defined herein November 15, 2021 TABLE OF CONTENTS Page 1.

Amended and Restated Bylaws of Vaxxinity, Inc. to be in effect upon the completion of this offering (incorporated by

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF VAXXINITY, INC. A Delaware corporation (Adopted as of November 15, 2021) Vaxxinity, Inc. (the ?Corporation?), pursuant to the provisions of Section 109 of the General Corporation Law of the State of Delaware (the ?DGCL?), hereby adopts these Amended and Restated Bylaws (these ?Bylaws?), which restate, amend and supersede the bylaws of the Corporation in t

As filed with the Securities and Exchange Commission on November 15, 2021.

As filed with the Securities and Exchange Commission on November 15, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vaxxinity, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2083865 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Empl

Vaxxinity, Inc. 2021 Employee Stock Purchase Plan

Exhibit 99.4 VAXXINITY, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN Approved by the Board of Directors on November 4, 2021 Approved by Stockholders on November 5, 2021 Effective on November 11, 2021 1. Purpose. The Plan consists of two components: a component that is intended to qualify as an ?employee stock purchase plan? under Section 423 of the Code (the ?423 Component?) and a component that is not

Vaxxinity, Inc. 2021 Omnibus Incentive Compensation Plan

Exhibit 99.3 VAXXINITY, INC. 2021 OMNIBUS INCENTIVE COMPENSATION PLAN SECTION 1. Purpose. The purpose of this 2021 Omnibus Incentive Compensation Plan (the ?Plan?) is to enable the Company (as defined below) to grant equity compensation awards and other types of incentive compensation. The Plan is intended to replace the Prior Plan (as defined below), which shall be automatically terminated and re

Form of Non-Qualified Stock Option Agreement

Exhibit 99.1 NON-QUALIFIED STOCK OPTION GRANT NOTICE Vaxxinity, Inc., a Delaware corporation (together with any successor, the ?Company?), has granted to the individual named below, an option (the ?Stock Option?) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Class B Common Stock, par value $0.0001 per share (

6,000,000 Shares Vaxxinity, Inc. Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No.: 333-260163 Prospectus 6,000,000 Shares Vaxxinity, Inc. Class A Common Stock This is an initial public offering of shares of Class A common stock of Vaxxinity, Inc. We are offering 6,000,000 shares of Class A common stock to be sold in this offering. Prior to this offering, there has been no public market for our Class A common st

A filed with the SEC on November 10, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Vaxxinity, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 86-2083865 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 1717 Main St, Ste 3388 Da

VAXXINITY, INC.

Issuer Free Writing Prospectus dated November 10, 2021 Filed Pursuant to Rule 433 under the Securities Act of 1933 Relating to the Preliminary Prospectus dated November 5, 2021 Registration Statement No.

Vaxxinity, Inc. 1717 Main St, Ste 3388 Dallas, TX 75201

Vaxxinity, Inc. 1717 Main St, Ste 3388 Dallas, TX 75201 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549-0001 Attn: Ms. Ada Sarmento Mr. Jeffrey Gabor Vaxxinity, Inc. Registration Statement on Form S-1 File No. 333-260163 November 8, 2021 Dear Ms. Sarmento, Mr. Gabor: Pursuant to Rule 461 of the General Rules and Reg

* * *

BofA Securities, Inc. One Bryant Park New York, New York 10036 Jefferies LLC 520 Madison Avenue New York, New York 10022 Evercore Group L.L.C. 55 E 52nd Street New York, New York 10055 November 8, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Vaxxinity, Inc. Registration Statement on Form S-1 File No. 333-260163

Amendment No. 1

Table of Contents As filed with the Securities and Exchange Commission on November 5, 2021.

Form of Amended and Restated Certificate of Incorporation of the Registrant (incorporated herein by reference to Exhibit 3.1 to Amendment No. 1 to the Registrant’s Registration Statement on Form S-1, filed with the Commission on November 5, 2021 (Registration No. 333-260163)), to be effective at the completion of the Registrant’s initial public offering

Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VAXXINITY, INC. * * * * * VAXXINITY, INC., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: FIRST: The Corporation was incorporated under the name Vaxxinity, Inc. by the filing of its original Certificate of Incorporation with the Delaware Secreta

Vaxxinity, Inc. 2021 Omnibus Incentive Compensation Plan+*

Exhibit 10.9 VAXXINITY, INC. 2021 OMNIBUS INCENTIVE COMPENSATION PLAN SECTION 1. Purpose. The purpose of this 2021 Omnibus Incentive Compensation Plan (the ?Plan?) is to enable the Company (as defined below) to grant equity compensation awards and other types of incentive compensation. The Plan is intended to replace the Prior Plan (as defined below), which shall be automatically terminated and re

Form of Registration Rights Agreement*

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT BY AND AMONG VAXXINITY, INC. AND THE ?INVESTORS?, as defined herein [ ], 2021 TABLE OF CONTENTS Page 1. Definitions 1 2. Registration Rights 3 2.1 Demand Registration 3 2.2 Company Registration 4 2.3 Underwriting Requirements 5 2.4 Obligations of the Company 6 2.5 Furnish Information 7 2.6 Expenses of Registration 7 2.7 Delay of Registration 8 2.8 Indemni

Form of Restricted Stock Award Notice under the 2021 Stock Option and Grant Plan+*

Exhibit 10.13 RESTRICTED STOCK AWARD NOTICE UNDER THE VAXXINITY, INC. 2021 STOCK OPTION AND GRANT PLAN Pursuant to the Vaxxinity, Inc. 2021 Stock Option and Grant Plan (the ?Plan?), Vaxxinity, Inc., a Delaware corporation (together with any successor, the ?Company?), hereby grants, sells and issues to the individual named below, the Shares at the Per Share Purchase Price, subject to the terms and

Exhibit 10.14 of our Registration Statement on Form S-1/A (File No. 333 -260163) filed on November 5, 2021).

Exhibit 10.14 NOTICE OF STOCK OPTION AWARD VAXXINITY, INC. 2021 OMNIBUS INCENTIVE COMPENSATION PLAN Unless otherwise defined herein or in the Stock Option Agreement (as defined below), capitalized terms used in this Notice of Option Award (this ?Notice of Grant?) shall have the same meanings ascribed to them in the Vaxxinity, Inc. 2021 Omnibus Incentive Compensation Plan, as amended from time to t

Form of Underwriting Agreement*

Exhibit 1.1 VAXXINITY, INC. (a Delaware corporation) [ ] Shares of Class A Common Stock UNDERWRITING AGREEMENT [ ], 2021 BofA Securities, Inc. Jefferies LLC Evercore Group L.L.C. as Representatives of the several Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Jefferies LLC 520 Madison Avenue New York, New York 10022 c/o Evercore Group L.L.C. 55 E 52nd Street Ne

Form of Notice of Restricted Stock Unit Award 2021 Omnibus

Exhibit 10.15 NOTICE OF RESTRICTED STOCK UNIT AWARD VAXXINITY, INC. 2021 OMNIBUS INCENTIVE COMPENSATION PLAN Unless otherwise defined herein or in the RSU Agreement (as defined below), capitalized terms used in this Notice of Restricted Stock Unit Award (this ?Notice of Grant?) shall have the same meanings ascribed to them in the Vaxxinity, Inc. 2021 Omnibus Incentive Compensation Plan, as amended

Vaxxinity, Inc. Registration Statement on Form S-1 CIK No. 0001851657

November 5, 2021 Vaxxinity, Inc. Registration Statement on Form S-1 CIK No. 0001851657 Ladies and Gentlemen: Vaxxinity, Inc. (the ?Company?) has filed today, via EDGAR, this letter and the Company?s Amendment No. 1 to the Registration Statement on Form S-1 (the ?Amended Registration Statement?) for review by the staff (the ?Staff?). This letter and the Amended Registration Statement set forth the

Form of Amended and Restated Bylaws of the Registrant (incorporated herein by reference to Exhibit 3.2 to Amendment No 1 to the Registrant’s Registration Statement on Form S-1, filed with the Commission on November 5, 2021 (Registration No. 333-260163)), to be effective at the completion of the Registrant’s initial public offering

Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF VAXXINITY, INC. A Delaware corporation (Adopted as of [........], 2021) Vaxxinity, Inc. (the ?Corporation?), pursuant to the provisions of Section 109 of the General Corporation Law of the State of Delaware (the ?DGCL?), hereby adopts these Second Amended and Restated Bylaws (these ?Bylaws?), which restate, amend and supersede the bylaws of the Cor

Warrant to Purchase Shares of Class A Common Stock of Vaxxinity, Inc. (incorporated by reference to Exhibit 4.1 of

Exhibit 4.1 THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPLICABLE REGISTRATION REQUIREMENTS

Form of Incentive Stock Option Grant Notice under the 2021 Stock Option and Grant Plan+*

Exhibit 10.11 INCENTIVE STOCK OPTION GRANT NOTICE UNDER THE VAXXINITY, INC. 2021 STOCK OPTION AND GRANT PLAN Pursuant to the Vaxxinity, Inc. 2021 Stock Option and Grant Plan (the ?Plan?), Vaxxinity, Inc., a Delaware corporation (together with any successor, the ?Company?), has granted to the individual named below, an option (the ?Stock Option?) to purchase on or prior to the Expiration Date, or s

Form of Non-Qualified Stock Option Grant Notice under the 2021 Stock Option and Grant Plan+*

Exhibit 10.12 NON-QUALIFIED STOCK OPTION GRANT NOTICE UNDER THE VAXXINITY, INC. 2021 STOCK OPTION AND GRANT PLAN Pursuant to the Vaxxinity, Inc. 2021 Stock Option and Grant Plan (the ?Plan?), Vaxxinity, Inc., a Delaware corporation (together with any successor, the ?Company?), has granted to the individual named below, an option (the ?Stock Option?) to purchase on or prior to the Expiration Date,

Vaxxinity, Inc. 2021 Employee Stock Purchase Plan+*

Exhibit 10.10 VAXXINITY, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN Approved by the Board of Directors on [ ], 2021 Approved by Stockholders on [ ], 2021 Effective on [ ], 2021 1. Purpose. The Plan consists of two components: a component that is intended to qualify as an ?employee stock purchase plan? under Section 423 of the Code (the ?423 Component?) and a component that is not intended to qualify a

FOIA CONFIDENTIAL TREATMENT REQUEST CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE OMITTED PORTIONS, WHICH HAVE BEEN REPLACED WITH THE F

FOIA CONFIDENTIAL TREATMENT REQUEST CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION.

Form of Indemnification Agreement between Vaxxinity, Inc. and each of its directors and executive officers*

Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the ?Agreement?) is made and entered into as of [ ], 2021 between Vaxxinity, Inc., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corporations as directors, officers or in other capacities unless they are provided with adequa

and United Biomedical, Inc. (incorporated by reference to Exhibit 10.3 of our Registration Statement on Form S-1 (File

Exhibit 10.3 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. VOTING AGREEMENT This VOTING AGREEMENT (hereinafter referred to as this “Agreement”), is entered into as of October 1, 2021, by and among Loui

United Neuroscience 2017 Share Option and Grant Plan+*

Exhibit 10.5 UNITED NEUROSCIENCE 2017 SHARE OPTION AND GRANT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of this plan is the United Neuroscience 2017 Share Option and Grant Plan (the ?Plan?). The purpose of the Plan is to encourage and enable the officers, employees, directors, Consultants and other key persons of United Neuroscience, an exempted company incorporated under th

Vaxxinity, Inc. 2021 Stock Option and Grant Plan+*

EX-10.7 8 d142511dex107.htm EX-10.7 Exhibit 10.7 VAXXINITY, INC. 2021 STOCK OPTION AND GRANT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Vaxxinity, Inc. 2021 Stock Option and Grant Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, directors, Consultants and other key persons of Vaxxinity, Inc., a Delaware corpora

As filed with the Securities and Exchange Commission on October 8, 2021.

Table of Contents As filed with the Securities and Exchange Commission on October 8, 2021.

Subsidiaries of Vaxxinity, Inc.*

EX-21.1 10 d142511dex211.htm EX-21.1 Exhibit 21.1 Subsidiaries of Vaxxinity, Inc. Name of Subsidiary State/Country of Organization C19 Corp. Delaware Covaxx Brasil Ltda. Brazil Trinity Property Group II, LLC Texas United Neuroscience Cayman Islands United Neuroscience Limited Hong Kong United Neuroscience Limited Ireland United Neuroscience Limited, Taiwan Branch Taiwan United Neuroscience, LLC De

(Incorporated by reference to Exhibit 10.8 of Form S-1/A, filed by Vaxxinity, Inc. on November 5, 2021 (File No.

Exhibit 10.8 May 4, 2020 Dr. Farshad Guirakhoo 39 Chestnut Street Boston, Mass 02176 Dear Farshad, It is our distinct pleasure to offer you the position of Chief Scientific Officer (CSO) at UNS for the UBI Group of Companies. This offer of employment is subject to the following pre-conditions: ? You must provide documentary evidence of your academic and professional qualifications; and ? You are f

Holdings and UBI US Holdings, LLC (incorporated by reference to Exhibit 10.4 of our Registration Statement on Form

Exhibit 10.4 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private and confidential. PLATFORM LICENSE AGREEMENT Dated as of August 5, 2021 TABLE OF CONTENTS ARTICLE I Definitions and Construction 1 Section 1.1 Definitions 1 Sec

Warrant to Purchase Shares of Class A Common Stock of Vaxxinity, Inc.*

EX-4.2 2 d142511dex42.htm EX-4.2 Exhibit 4.2 THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPL

Vaxxinity, Inc. Registration Statement on Form S-1 CIK No. 0001851657

October 8, 2021 Vaxxinity, Inc. Registration Statement on Form S-1 CIK No. 0001851657 Ladies and Gentlemen: Vaxxinity, Inc. (the “Company”) has filed today, via EDGAR, this letter and the Company’s Registration Statement on Form S-1 (the “Registration Statement”) for review by the staff (the “Staff”). This letter and the Registration Statement set forth the Company’s responses to the comments of t

C19 Corp. 2020 Stock Option and Grant Plan+*

Exhibit 10.6 C19 CORP. 2020 STOCK OPTION AND GRANT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the C19 Corp. 2020 Stock Option and Grant Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, directors, Consultants and other key persons of C19 Corp., a Delaware corporation (including any successor entity, the “Company”) a

Vaxxinity, Inc. Confidential Submission of Amendment No. 1 to Draft Registration Statement on Form S-1 CIK No. 0001851657

DRSLTR 1 filename1.htm September 16, 2021 Vaxxinity, Inc. Confidential Submission of Amendment No. 1 to Draft Registration Statement on Form S-1 CIK No. 0001851657 Ladies and Gentlemen: Vaxxinity, Inc. (the “Company”) has confidentially submitted today pursuant to Section 6(e) of the Securities Act of 1933, as amended (the “Securities Act”), via EDGAR, this letter and Amendment No. 1 to the draft

As confidentially submitted to the Securities and Exchange Commission on September 16, 2021. This Amendment No. 1 to the draft registration statement has not been filed publicly with the Securities and Exchange Commission and all information herein r

Table of Contents As confidentially submitted to the Securities and Exchange Commission on September 16, 2021.

Vaxxinity, Inc. Confidential Submission of Draft Registration Statement on Form S-1 CIK No. 0001851657

August 13, 2021 Vaxxinity, Inc. Confidential Submission of Draft Registration Statement on Form S-1 CIK No. 0001851657 Ladies and Gentlemen: Vaxxinity, Inc. (the “Company”) has confidentially submitted on August 6, 2021 pursuant to Section 6(e) of the Securities Act of 1933, as amended (the “Securities Act”), via EDGAR, a draft Registration Statement on Form S-1 (the “Registration Statement”) for

As confidentially submitted to the Securities and Exchange Commission on August 6, 2021. This draft registration statement has not been filed publicly with the Securities and Exchange Commission and all information herein remains strictly confidentia

Table of Contents As confidentially submitted to the Securities and Exchange Commission on August 6, 2021.