Exhibit 10.9
HTG Molecular Diagnostics, Inc.
Amended and Restated 2014 Employee Stock Purchase Plan
Adopted by the Board of Directors: May 20, 2021
Approved by the Stockholders: August 18, 2021
In accordance with Section 11(a), the maximum number of securities subject to the Plan pursuant to Section 3(a) have been updated to give effect to a proportional adjustment approved by the Board in connection with the 1-for-12 reverse split of the Company’s outstanding Common Stock, effected at 4:15 p.m. Eastern Time on December 20, 2022.
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The Company will seek to obtain from each federal, state, foreign or other regulatory commission or agency having jurisdiction over the Plan such authority as may be required to grant Purchase Rights and issue and sell shares of Common Stock thereunder. If, after commercially reasonable efforts, the Company is unable to obtain the authority that counsel for the Company deems necessary for the grant of Purchase Rights or the lawful issuance and sale of Common Stock under the Plan, and at a commercially reasonable cost, the Company will be relieved from any liability for failure to grant Purchase Rights and/or to issue and sell Common Stock upon exercise of such Purchase Rights.
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The Plan will become effective on the date the Plan is approved by the stockholders of the Company. No Purchase Rights will be exercised unless and until the Plan has been approved by the stockholders of the Company, which approval must be within 12 months before or after the date the Plan is adopted (or if required under Section 12(a) above, materially amended) by the Board.
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As used in the Plan, the following definitions will apply to the capitalized terms indicated below:
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