Contract analysis

I. Background — IPO and Lock-Up Agreements As you are aware, the Company completed its initial public offering (the "IPO") of shares of Common Stock, which closed on April 17, 2023. In the IPO, the Company sold 24,000,000 shares of Common Stock (before any exercise of the underwriters' over-allotment option) at an initial public offering price of $22.00 per share, generating aggregate gross proceeds to the Company of

II. The Proposed Secondary Offering The Company intends to facilitate a registered selling-stockholder secondary offering (the "Offering") in which certain members of the Castellano founding family and a family-controlled holding vehicle will offer and sell shares of Common Stock to the public. The Company's Board of Directors has been consulted regarding the Offering and has no objection to the proposed transaction.

III. The Waiver Request The Company hereby formally requests that Morningstar Zanthor & Co. consent to the early release of the lock-up restrictions imposed by the Lock-Up Agreements with respect to each of the selling stockholders identified in Section II above (Dr. Elena Castellano, Dr. Riccardo Castellano, Dr. Marco Castellano, and Castellano Family Holdings LLC), effective as of October 12, 2023, which is the ant

IV. Waiver of 14-Day Advance Notice Requirement The Company acknowledges that Section 4(b) of each of the Lock-Up Agreements contains a customary provision requiring that not less than fourteen (14) calendar days' advance written notice be provided to the Company and to the affected lock-up parties prior to the effectiveness of any early release or waiver of lock-up restrictions. This notice requirement is intended t

V. New Lock-Up in Connection with the Secondary Offering In connection with the Offering, each of the selling stockholders will enter into a new lock-up agreement with Ridgeline Securities LLC and Broadmark Capital Inc., as representatives of the underwriters in the Offering (the "New Lock-Up Agreement"). The New Lock-Up Agreement will impose customary restrictions on the sale, transfer, pledge, hedging, or other dis

VI. Anticipated Timeline Set forth below is the anticipated timeline for the Offering. All dates are subject to change based on market conditions, SEC review, and other factors. As indicated, the lock-up waiver is requested to be effective as of October 12, 2023, in order to permit the selling stockholders to execute the Underwriting Agreement and complete the pricing of the Offering on that date. The two-day gap bet

VII. Request for Prompt Response The Company respectfully requests that Morningstar Zanthor & Co. deliver its written consent to this waiver request at its earliest convenience, and in any event no later than September 29, 2023. Prompt receipt of Morningstar Zanthor's consent is necessary to permit the orderly preparation of SEC filings and marketing materials, including the preliminary prospectus supplement and the

VIII. Contact Information Any questions regarding this request, or requests for additional information or documentation, should be directed to: Jennifer Kwon, Partner Audrey Zhou, Senior Associate Calderwood & Harkness LLP One Liberty Plaza, 52nd Floor New York, New York 10006 Telephone: (212) 558-4000 Email: jennifer.kwon@calderwoodharkness.com / audrey.zhou@calderwoodharkness.com or to: David Orenstein, General Cou