SEC Info - OncoCyte Corp - ‘10-12B’ on 11/23/15

OncoCyte Corp – ‘10-12B’ on 11/23/15 – ‘EX-10.9’

On: Monday, 11/23/15, at 6:02am ET · Private-to-Public: Document/Exhibit ¶ – Release Delayed · Accession #: 1140361-15-42557 · File #: 1-37648

As Of Filer Filing For·On·As Docs:Size Issuer Agent 11/23/15 OncoCyte Corp 10-12B¶ 23:4.0M Broadridge Fin’l So… Inc

Document/Exhibit Description Pages Size 1: 10-12B Oncocyte Corporation 10-12B 11-23-2015 HTML 36K 23: CORRESP ¶ Comment-Response or Other Letter to the SEC HTML 50K 2: EX-3.1 Articles of Incorporation/Organization or By-Laws HTML 25K 3: EX-3.2 Articles of Incorporation/Organization or By-Laws HTML 90K 4: EX-10.1 Material Contract HTML 49K 13: EX-10.10 Material Contract HTML 19K 14: EX-10.11 Material Contract HTML 54K 15: EX-10.12 Material Contract HTML 53K 16: EX-10.13 Material Contract HTML 50K 17: EX-10.14 Material Contract HTML 26K 18: EX-10.15 Material Contract HTML 90K 19: EX-10.16 Material Contract HTML 40K 20: EX-10.17 Material Contract HTML 54K 21: EX-10.18 Material Contract HTML 28K 5: EX-10.2 Material Contract HTML 52K 6: EX-10.3 Material Contract HTML 34K 7: EX-10.4 Material Contract HTML 38K 8: EX-10.5 Material Contract HTML 75K 9: EX-10.6 Material Contract HTML 85K 10: EX-10.7 Material Contract HTML 62K 11: EX-10.8 Material Contract HTML 44K 12: EX-10.9 Material Contract HTML 18K 22: EX-99.1 Miscellaneous Exhibit HTML 930K

AMENDEMENT OF REGISTRATION RIGHTS AGREEMENT

This Amendment of Registration Rights Agreement (“Agreement”) is entered into as of August 23, 2011 by and between OncoCyte Corporation, a California corporation (the “Company”), and the undersigned Holders.

WHERAS, the Company has previously entered into a Registration Rights Agreement, during September 2009 (the “Agreement”) pursuant to which the Company has agreed to register for sale under the Act up to 6,000,000 shares of common stock of the Company issued to certain Holders; and

WHEREAS, the Company and Holders have entered into a Stock Purchase Agreement, of even date, under which the Company is issuing and selling to holders an additional 10,000,000 shares of Company common stock:

NOW, THEREFORE, the parties agree that the Agreement is amended as follows:

1. Certain Definitions.

(a) The definition of Shares is amended to read as follows:

“Shares” means up to 16,000,000 shares of common stock, no par value, of the Company issued by the Company pursuant to a Stock Purchase Agreement.

(b) The definition of Stock Purchase Agreement is amended to read as follows:

“Stock Purchase Agreement” means (i) a Stock Purchase Agreement, dated September 2009, pursuant to which the Company agreed to issue and sell up to an aggregate of 6,000,000 Shares to certain Holders, (ii) a Stock Purchase Agreement, of even date, pursuant to which the Company agreed to issue and sell up to an aggregate of 3,000,000 Shares to George Karfunkel; and (iii) a Stock Purchase Agreement, dated August 2011, pursuant to which the Company agreed to issue and sell up to an aggregate of 7,000,000 Shares to BioTime, Inc.

2. Other Provisions. Except as amended by the foregoing amendments, the terms of the Agreement shall remain in full force and effect. Capitalized terms not otherwise defined herein have the meaning ascribed in the Agreement.

3. Agreement to be Bound. By executing this Amendment, BioTime, Inc. agrees to be bound by the terms of the Agreement, as amended hereby.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

THE COMPANY:

ONCOCYTE CORPORATION

By	/s/*Robert W. Peabody*
	Robert Peabody,
	Senior Vice President and
	Chief Operating Officer

HOLDERS:

/s/*George Karfunkel*
George Karfunkel

Address for Notice:

1671 52^nd Street

Brooklyn, NY 11204

BioTime, Inc.

By	/s/*Robert W. Peabody*
	Robert Peabody,
	Senior Vice President and
	Chief Operating Officer

Address for Notice:

1301 Harbor Bay Parkway, Suite 100

Alameda, California 94502

Attention: Robert W. Peabody, Chief Financial Officer

This ‘10-12B’ Filing

Date

Other Filings

Filed on:

11/23/15

8/23/11

List all Filings

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/16/24 Oncocyte Corp. 10-K 12/31/23 87:30M M2 Compliance LLC/FA 4/12/23 Oncocyte Corp. 10-K 12/31/22 94:11M M2 Compliance LLC/FA 5/02/22 Oncocyte Corp. 10-K/A 12/31/21 12:649K M2 Compliance LLC/FA 3/11/22 Oncocyte Corp. 10-K 12/31/21 90:10M M2 Compliance LLC/FA 4/30/21 OncoCyte Corp. 10-K/A 12/31/20 2:488K M2 Compliance LLC/FA 3/19/21 OncoCyte Corp. 10-K 12/31/20 93:7.4M M2 Compliance LLC/FA 12/29/15 SEC UPLOAD¶ 10/14/17 1:35K OncoCyte Corp. 12/15/15 SEC UPLOAD¶ 10/14/17 1:139K OncoCyte Corp.

OncoCyte Corp – ‘10-12B’ on 11/23/15 – ‘EX-10.9’

On: Monday, 11/23/15, at 6:02am ET · Private-to-Public: Document/Exhibit `¶` – Release Delayed · Accession #: 1140361-15-42557 · File #: 1-37648

Previous ‘10-12B’: None · Next: ‘10-12B/A’ on 12/21/15 · Latest: ‘10-12B/A’ on 12/29/15 · 8 References:

Registration of Securities (General Form) — Form 10
Filing Table of Contents

‘EX-10.9’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

8 Subsequent Filings that Reference this Filing

OncoCyte Corp – ‘10-12B’ on 11/23/15 – ‘EX-10.9’

On: Monday, 11/23/15, at 6:02am ET · Private-to-Public: Document/Exhibit ¶ – Release Delayed · Accession #: 1140361-15-42557 · File #: 1-37648

Registration of Securities (General Form) — Form 10Filing Table of Contents

‘EX-10.9’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

8 Subsequent Filings that Reference this Filing

On: Monday, 11/23/15, at 6:02am ET · Private-to-Public: Document/Exhibit `¶` – Release Delayed · Accession #: 1140361-15-42557 · File #: 1-37648

Registration of Securities (General Form) — Form 10
Filing Table of Contents