EX-10.11
from 10-Q
17 pages
The Purpose of This Damora Therapeutics, Inc. 2026 Employee Stock Purchase Plan (The “Plan”) Is to Provide Employees of the Company and Its Designated Subsidiaries With an Opportunity to Purchase Ordinary Shares Through Accumulated Contributions. the Company’s Intention Is to Have the Plan Qualify as an “Employee Stock Purchase Plan” Under Section 423 of the Code. the Provisions of the Plan, Accordingly, Will Be Construed to Extend and Limit Plan Participation in a Uniform and Nondiscriminatory Basis Consistent With the Requirements of Section 423 of the Code. 2. Definitions. as Used in the Plan, the Following Terms Shall Have the Meanings Set Forth Below: (A) “Administrator” Means the Compensation Committee of the Board (Or Any Successor Committee), or Such Other Committee as Designated by the Board to Administer the Plan Under Section 14
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EX-10.8
from 10-Q
21 pages
The Purpose of This Damora Therapeutics, Inc. 2026 Equity Incentive Plan (The “Plan”) Is to Promote and Closely Align the Interests of Employees, Officers, Non-Employee Directors and Other Individual Service Providers of Damora Therapeutics, Inc. and Its Shareholders by Providing Share-Based Compensation and Other Performance-Based Compensation. the Objectives of the Plan Are to Attract and Retain the Best Available Employees, Officers, Non-Employee Directors and Other Individual Service Providers for Positions of Substantial Responsibility and to Motivate Participants to Optimize the Profitability and Growth of the Company Through Incentives That Are Consistent With the Company’s Goals and That Link the Personal Interests of Participants to Those of the Company’s Shareholders. the Plan Provides for the Grant of Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units and Other Stock-Based Awards and for Incentive Bonuses, Which May Be Paid in Cash, Ordinary Shares or a Combination Thereof, as Determined by the Committee. 2. Definitions as Used in the Plan, the Following Terms Shall Have the Meanings Set Forth Below: (A) “Act” Means the Securities Exchange Act of 1934, as Amended. (B) “Affiliate” Means Any Entity in Which the Company Has a Substantial Direct or Indirect Equity Interest, as Determined by the Committee From Time to Time. (C) “Award” Means an Option, Stock Appreciation Right, Restricted Stock, Restricted Stock Unit, Other Stock-Based Award or Incentive Bonus, or Any Combination of These, Granted to a Participant Pursuant to the Provisions of the Plan, Any of Which May Be Subject to Performance Conditions
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EX-10.7
from 10-Q
16 pages
The Purpose of This 2025 Equity Incentive Plan (The “Plan”) of Damora Therapeutics, Inc., a Cayman Islands Exempted Company (The “Company”), Is to Advance the Interests of the Company’s Shareholders by Enhancing the Company’s Ability to Attract, Retain and Motivate Persons Who Are Expected to Make Important Contributions to the Company and by Providing Such Persons With Equity Ownership Opportunities and Performance-Based Incentives That Are Intended to Better Align the Interests of Such Persons With Those of the Company’s Shareholders. Except Where the Context Otherwise Requires, the Term “Company” Shall Include Any of the Company’s Present or Future Parent or Subsidiary Corporations as Defined in Sections 424(e) or (F) of the Internal Revenue Code of 1986, as Amended, and Any Regulations Promulgated Thereunder (The “Code”) and Any Other Business Venture (Including, Without Limitation, Joint Venture or Limited Liability Company) in Which the Company Has a Controlling Interest, as Determined by the Board of Directors of the Company (The “Board”). the Plan Has Been Amended and Restated to Reflect a Change in the Company’s Jurisdiction of Incorporation From the State of Delaware to the Cayman Islands, but No Further Awards May Be Issued Under the Plan as of February 9, 2026. 2. Eligibility. All of the Company’s Employees, Officers, Directors, Consultants and Advisors Are Eligible to Be Granted Options, Restricted Stock, Restricted Stock Units, and Other Share-Based Awards (Each, an “Award”) Under the Plan. Each Person Who Receives an Award Under the Plan Is Deemed a “Participant”. 3. Administration and Delegation
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EX-10.2
from 8-K
11 pages
Position. as General Counsel and Corporate Secretary, You Will Continue to Report to the Chief Executive Officer of the Company, and You Shall Have All Duties, Authorities, and Responsibilities Customarily Associated With the General Counsel and Corporate Secretary Position. This Is a Full-Time Employment Position. It Is Understood and Agreed That You Shall Continue Not to Engage in Any Other Employment, Consulting or Other Business Activities (Whether Full-Time or Part-Time), Except as Expressly Authorized in Writing by the Company. Notwithstanding the Foregoing, You May Engage in Religious, Charitable and Other Community Activities So Long as Such Activities Do Not Unreasonably Interfere or Conflict With Your Obligations to the Company. 2. Compensation
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EX-10.1
from 8-K
13 pages
Positions. as CEO, You Will Report to the Board, and You Shall Have All Duties, Authorities, and Responsibilities Customarily Associated With the CEO Position. This Is a Full-Time Employment Position. It Is Understood and Agreed That You Will Not Engage in Any Other Employment, Consulting or Other Business Activities (Whether Full-Time or Part-Time), Except as Set Forth on Appendix a Hereto or as Expressly Authorized in Writing by the Board. Notwithstanding the Foregoing, You May Engage in Religious, Charitable and Other Community Activities, in Each Case, So Long as Such Activities Do Not Unreasonably Interfere or Conflict With Your Obligations to the Company. 2. Compensation
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EX-10.17
from 10-K
2 pages
November 10, 2025 Lori Firmani Dear Lori: As You May Know, Galecto, Inc. (The “Company”) Recently Entered Into That Certain Agreement and Plan of Merger, Effective November 10, 2025, Pursuant to Which the Company Acquired Damora Therapeutics, Inc., a Delaware Corporation, in an All-Stock Transaction (The “Transaction”)
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EX-10.13
from 10-K
12 pages
Positions. as Cmo, You Will Report to the Chief Executive Officer of the Company (“CEO”) and You Shall Have All Duties, Authorities, and Responsibilities Customarily Associated With the Cmo Position. This Is a Full-Time Employment Position. It Is Understood and Agreed That You Will Not Engage in Any Other Employment, Consulting or Other Business Activities (Whether Full-Time or Part-Time), Except as Expressly Authorized in Writing by the Company. Notwithstanding the Foregoing, You May (A) Serve on Boards of Directors (For Profit or Non-Profit) and Scientific Advisory Boards of Other Companies or Organizations With the Approval of the CEO, Which Shall Not Be Unreasonably Withheld, (B) Engage in Other Business Activities With Advanced Noticed to the CEO and (C) Engage in Religious, Charitable and Other Community Activities, in Each Case, So Long as Such Activities Do Not Unreasonably Interfere or Conflict With Your Obligations to the Company (“Outside Activities”). You May Keep Any Compensation Received as a Result of Your Outside Activities, and the Company Shall Not Have Any Right to Such Compensation. the Company Acknowledges and Hereby Expressly Approves of Your Service and/or Continued Service on the Scientific Advisory Boards of Tasca Therapeutics, Alessa Therapeutics and Cellery. 2. Compensation
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EX-10.11
from 10-K
8 pages
Galecto Biotech Aps Cvr No. 34878366 Ole Maaløes Vej 3 2200 Copenhagen (The "Company") and Galecto Biotech Ab Ole Måløes Vej 3 2200 Copenhagen and Galecto, Inc. 75 State Street, Suite 100 Boston, Ma 02109 and Hans Thalsgård Schambye Rigensgade 9b, St. 1316 Copenhagen (The "CEO") (Each a "Party" and Collectively Referred to as the "Parties") Have Today Entered Into This Separation Agreement (The "Separation Agreement"). 1. Termination of Employment 1.1 by Service Agreement of 23 April 2013 (The "Service Agreement"), the CEO Was Employed With the Company and Galecto Biotech Ab on 1 February 2013. the CEO Was a Member of the Board of Directors of the Company, Galecto Biotech Ab and Galecto, Inc. (Collectively, the “Company Group”). 1.2 the Parties Have Mutually Agreed That the CEO Will No Longer Serve in His Position as CEO Effective as of 10 February 2026 at 12:01 Am Et and Will Terminate Employment as of the Date the Parties Have Signed the Separation Agreement (The "Effective Date of Termination"). 1.3 Consequently, the Parties Have Entered Into the Separation Agreement Concerning Their Rights and Obligations in Relation to the Cessation of the Employment. 2. De-Registration; Resignation From Directorships 2.1 the Company Will as Soon as Practically Possible Provide for the De-Registration of the CEO as CEO and a Member of the Board of Directors of the Company and Galecto Biotech Ab With the Danish Business Authority and Swedish Commerce Companies Agency (Erhvervsstyrelsen And
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EX-10.10
from 10-K
3 pages
Galecto Biotech Aps Cvr No. 34878366 Ole Maaløes Vej 3 2200 København N (The "Company") and Hans Thalsgård Schambye Rigensgade 9b, St. 1316 København K (The "CEO") (Each a "Party" and Collectively Referred to as the "Parties") Have Today Entered Into This Retention Bonus Agreement (The "Retention Bonus Agreement") Relating to the Service Agreement Between the Parties, Dated 23 April 2013 (The “Service Agreement”). 1. Background 1.1 Galecto, Inc., Parent Company of the Company (“Parent”), Recently Entered Into That Certain Agreement and Plan of Merger, Effective November 10, 2025, Pursuant to Which Parent Acquired Damora Therapeutics, Inc., a Delaware Corporation, in an All-Stock Transaction (The “Transaction”). 1.2 the Parties Agree That the CEO Will Be Entitled to Receive a Retention Bonus on the Terms and Conditions Outlined in This Retention Bonus Agreement. 2. Bonus 2.1 Subject to Clause 2.2 Below, the CEO Will Be Entitled to Receive a Retention Bonus (The “Retention Bonus”) Equal to Dkk 2,173,800 if He Remains Employed by the Company or an Affiliate of the Company Through the Earlier Of: (I) April 30, 2026; or (II) His Termination by the Company Without Cause (As Defined in Galecto Inc.’s Executive Separation Benefits Plan (The “Executive Separation Benefits Plan”)) (The Earlier of (I) or (II) Is the “Retention Date”). Payment of the Retention Bonus Will Be Made Within 30 Days of the Retention Date. 2.2 for the Avoidance of Doubt, if the CEO Is Not Employed With the Company at the Retention Date, He Will Not Be Entitled to Receive the Retention Bonus. 3. Other Terms and Conditions 3.1
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