AVDR / New Age Alpha Trust - AVDR US LargeCap Leading ETF - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

AVDR / AVEDRO INC 15-12B - - 15-12B

15-12B 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 001-38809 Avedro, Inc. (Exact name of registrant as specified in its

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders

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 19, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File

Amended and Restated Bylaws of Avedro.

Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF AVEDRO, INC., a Delaware corporation TABLE OF CONTENTS Page ARTICLE I. OFFICES I Section 1. Registered Office i Section 2. Principal Office i Section 3. Other Offices i ARTICLE II. MEETINGS OF STOCKHOLDERS I Section 1. Annual Meeting i Section 2. Notice of Annual Meeting i Section 3. Voting List i Section 4. Special Meetings ii Section 5. Notice of

AVDR / AVEDRO INC S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 21, 2019 Registration No.

Glaukos Completes Acquisition of Avedro, Inc.

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Chris Lewis Director, Investor Relations, Corporate Strategy & Development (949) 481-0510 [email protected] Media Contact: Cassandra Dump 619-971-1887 [email protected] Glaukos Completes Acquisition of Avedro, Inc. San Clemente, CA – November 21, 2019 – Glaukos Corporation (NYSE: GKOS), an ophthalmic medical technology and pharmace

Amended and Restated Certificate of Incorporation of Avedro.

EX-3.1 2 d835576dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVEDRO, INC. ARTICLE 1 The name of this Corporation is Avedro, Inc. ARTICLE 2 The address of the Corporation’s registered office in the State of Delaware is c/o The Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware 19801 in the County of New Castle. The name of the corporation’s regi

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

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 15, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File

Form of Letter Agreement

EX-10.1 Exhibit 10.1 AVEDRO, INC. November 15, 2019 [ ] Re: Amendment of Certain Stock Options Dear [ ]: As you know, Avedro, Inc. (“Avedro”) has entered into an Agreement and Plan of Merger with Glaukos Corporation (“Glaukos”) and certain other parties, dated August 7, 2019 (the “Merger Agreement”), pursuant to which Avedro will merge with a subsidiary of Glaukos (the “Merger”), with Avedro conti

AVDR / AVEDRO INC 425 - Merger Prospectus - 8-K

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 15, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File

Form of Letter Agreement

EX-10.1 Exhibit 10.1 AVEDRO, INC. November 15, 2019 [ ] Re: Amendment of Certain Stock Options Dear [ ]: As you know, Avedro, Inc. (“Avedro”) has entered into an Agreement and Plan of Merger with Glaukos Corporation (“Glaukos”) and certain other parties, dated August 7, 2019 (the “Merger Agreement”), pursuant to which Avedro will merge with a subsidiary of Glaukos (the “Merger”), with Avedro conti

GKOS / Glaukos Corp. 425 - Merger Prospectus - 425

Filed by Glaukos Corporation (Commission File No. 001-37463) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Form S-4 File No.: 333-233807 Subject Company: Avedro, Inc. (Commission File No. 001-38809) The following are excerpts from a Q&A session held with Glaukos Corporation at the Stephens Nashville Investmen

Other Events

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 8, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File

AVDR / AVEDRO INC 425 - Merger Prospectus - 8-K

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 8, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File

GKOS / Glaukos Corp. 425 - Merger Prospectus - 425

Filed by Glaukos Corporation (Commission File No. 001-37463) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Form S-4 File No.: 333-233807 Subject Company: Avedro, Inc. (Commission File No. 001-38809) PARTICIPANTS Corporate Participants Chris Lewis – Director, Investor Relations, Corporate Strategy & Developmen

GKOS / Glaukos Corp. 425 - Merger Prospectus - 425

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 6, 2019 Glaukos Corporation (Exact name of registrant as specified in its charter) Delaware 001-37463 33-0945406 (State or other jurisdiction (Commission (I.R.S. Employer of

1 © 2019 Glaukos Corporation 1 November 2019 Transforming Ophthalmology acquisition of 2 © 2019 Glaukos Corporation Use of Forward-Looking Statements This communication contains “forward-looking statements” within the meaning of federal securities la

Exhibit 99.1 1 © 2019 Glaukos Corporation 1 November 2019 Transforming Ophthalmology acquisition of 2 © 2019 Glaukos Corporation Use of Forward-Looking Statements This communication contains “forward-looking statements” within the meaning of federal securities laws. Forward-looking statements may contain words such as “believes”, “anticipates”, “estimates”, “expects”, “intends”, “aims”, “potential

AVDR / AVEDRO INC 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2019 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: 001-38809 AVEDRO, INC.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 6, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File

Avedro, Inc. Announces Third Quarter 2019 Financial Results

EX-99.1 Exhibit 99.1 Avedro, Inc. Announces Third Quarter 2019 Financial Results WALTHAM, Mass., November 6, 2019 (GLOBE NEWSWIRE) — Avedro, Inc. (Nasdaq: AVDR) (Avedro), today reported financial results for the quarter ended September 30, 2019. Third Quarter Financial Results Revenue for the quarter ended September 30, 2019 increased 38% to $11.0 million, from $8.0 million during the same period

AVDR / AVEDRO INC DEFM14A - - DEFM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

AVDR / AVEDRO INC / Lav Agile Ltd - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Avedro, Inc. (Name of Issuer) Common Stock, $0.00001 par value per share (Title of Class of Securities) 05355N109 (CUSIP Number) February 19, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D, dated September 9, 2019, with respect to the ordinary shares of Avedro, Inc.

AVDR / AVEDRO INC / ORBIMED ADVISORS LLC - AMENDMENT NO. 1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Avedro, Inc. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 05355N109 (CUSIP Number) OrbiMed Advisors LLC OrbiMed ROF II LLC OrbiMed Capital GP VI LLC 601 Lexington Avenue, 54th Floor New York, NY 10022 Telephone: (212) 739-6400 (Name, Addre

GKOS / Glaukos Corp. 425 - Merger Prospectus - 425

Filed by Glaukos Corporation (Commission File No. 001-37463) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Avedro, Inc. (Commission File No. 001-38809) Date: September 4, 2019 Corrected Transcript 04-Sep-2019 Glaukos Corp. (GK O S ) Wells Fargo Health Care Conference Total Pages: 15 Copyrigh

AVDR / AVEDRO INC / Glaukos Corp - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101. Information to be Included in Statements Filed Pursuant to Section 240.13d-1(a) and Amendments Thereto Filed Pursuant to Section 240.13d-2(a)) Under the Securities Exchange Act of 1934 (Amendment No. )* AVEDRO, INC. (Name of Issuer) Common Stock, Par Value $0.00001 Per Share (Title of Class of Secur

AVDR / AVEDRO INC 425 - Merger Prospectus - 425

425 Filed by Avedro, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: Avedro, Inc. Commission File No.: 001-38809 The following e-mail was sent by Avedro, Inc. to its international distributors on August 8, 2019 announcing the proposed acquisition of Avedro, Inc. by Glaukos Corpor

AVDR / AVEDRO INC 425 - Merger Prospectus - 425

425 Filed by Avedro, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: Avedro, Inc. Commission File No.: 001-38809 The following e-mail was sent by Avedro, Inc. to its United States based customers on August 8, 2019 announcing the proposed acquisition of Avedro, Inc. by Glaukos Cor

AVDR / AVEDRO INC 425 - Merger Prospectus - 425

425 Filed by Avedro, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: Avedro, Inc. Commission File No.: 001-38809 The following e-mail was sent by Avedro, Inc. to its vendors and suppliers on August 8, 2019 announcing the proposed acquisition of Avedro, Inc. by Glaukos Corporation

AVDR / AVEDRO INC 425 - Merger Prospectus - 425

425 Filed by Avedro, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: Avedro, Inc. Commission File No.: 001-38809 The following is the transcript of a teleconference jointly held by Avedro, Inc. (“Avedro”) and Glaukos Corporation (“Glaukos”) regarding the announced acquisition of

GKOS / Glaukos Corp. 425 - Merger Prospectus - 425

425 1 a19-167323425.htm 425 Filed by Glaukos Corporation (Commission File No. 001-37463) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Avedro, Inc. (Commission File No. 001-38809) MANAGEMENT DISCUSSION SECTION Operator: Welcome to Conference Call to discuss Glaukos Corporation’s Acquisition

Glaukos and Avedro Announce Definitive Acquisition Agreement Adds Novel Bio-Activated Pharmaceuticals to Glaukos' New Corneal Health Franchise Potential Revenue Synergies from Complementary Product Portfolios that Leverage Glaukos' Commercial Scale,

QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 FOR IMMEDIATE RELEASE Glaukos Investor Contact: Chris Lewis, Director, Investor Relations, Corporate Development & Strategy 949-481-0510 [email protected] Glaukos Media Contact: Cassandra Dump 619-971-1887 [email protected] Avedro Investor Contact: Brian Johnston or Lynn Lewis 631-807-1986 investors@avedr

Agreement and Plan of Merger, dated as of August 7, 2019, among Glaukos Corporation, Atlantic Merger Sub Inc., and Avedro, Inc.

EX-2.1 2 a2239438zex-21.htm EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among GLAUKOS CORPORATION, ATLANTIC MERGER SUB, INC. and AVEDRO, INC. Dated as of August 7, 2019 i TABLE OF CONTENTS ARTICLE I THE MERGER 1 Section 1.01 The Merger 1 Section 1.02 Closing 2 Section 1.03 Effective Time of the Merger 2 Section 1.04 Effects of the Merger 2 Section 1.05 Certificate of I

Form of Voting Agreement

QuickLinks - Click here to rapidly navigate through this document Exhibit 10.1 VOTING AGREEMENT This VOTING AGREEMENT, dated as of August 7, 2019 (this "Voting Agreement"), among Glaukos Corporation, a Delaware corporation ("Parent"), and the undersigned stockholder of Avedro, Inc., a Delaware corporation (the "Company"), listed on the signature page hereto (the "Stockholder"). W I T N E S S E T H

GKOS / Glaukos Corp. 425 - Merger Prospectus - 8-K

QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Form of Amended and Restated Executive Employment Agreement.

EX-10.1 2 avdr-ex101117.htm EX-10.1 Exhibit 10.1 FORM OF AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), by and between Avedro, Inc. (the “Company”) and [NAME] (the “Employee”), is entered into effective [DATE] (the “Effective Date”). The Company desires to continue to employ the Employee in the capacity of [full] [part]-time [POSITION] pursuant to the terms

AVDR / AVEDRO INC 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2019 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: 001-38809 AVEDRO, INC.

GKOS / Glaukos Corp. 425 - Merger Prospectus - 425

425 1 a19-167321425.htm 425 Filed by Glaukos Corporation (Commission File No. 001-37463) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Avedro, Inc. (Commission File No. 001-38809) The following is a transcript of a video communication sent to the employees of Avedro, Inc. by Thomas W. Burns,

GKOS / Glaukos Corp. 425 - Merger Prospectus - 425

Filed by Glaukos Corporation (Commission File No. 001-37463) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Avedro, Inc. (Commission File No. 001-38809) The following is an email sent by Thomas W. Burns, President and CEO of Glaukos Corporation, to all Glaukos Corporation employees on August

1 © 2019 Glaukos Corporation 1 August 7, 2019 Transforming Ophthalmology acquisition of 2 © 2019 Glaukos Corporation Use of Forward-Looking Statements This communication contains “forward-looking statements” within the meaning of federal securities l

Exhibit 99.1 1 © 2019 Glaukos Corporation 1 August 7, 2019 Transforming Ophthalmology acquisition of 2 © 2019 Glaukos Corporation Use of Forward-Looking Statements This communication contains “forward-looking statements” within the meaning of federal securities laws. Forward-looking statements may contain words such as “believes”, “anticipates”, “estimates”, “expects”, “intends”, “aims”, “potentia

GKOS / Glaukos Corp. 425 - Merger Prospectus - 8-K

425 1 f8-k.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): August 7, 2019 Glaukos Corporation (Exact name of registrant as specified in its charter) Delaware 001-37463 33-0945406 (State or other jurisdiction (Commission (I.

AVDR / AVEDRO INC 425 - Merger Prospectus - 425

425 August 7, 2019 Transforming Ophthalmology acquisition of Filed by Avedro, Inc.

AVDR / AVEDRO INC 425 - Merger Prospectus - 425

425 Filed by Avedro, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Commission File No.: 001-38809 Subject Company: Avedro, Inc. Commission File No.: 001-38809 Date: August 7, 2019 The following e-mail was sent by the CEO of Avedro, Inc., Reza Zadno, to all Avedro, Inc. employees on August 7, 20

Agreement and Plan of Merger, dated as of August 7, 2019, by and among Avedro, Glaukos and Merger Sub (incorporated by reference to Exhibit 2.1 to Avedro’s Current Report on Form 8-K filed with the SEC on August 7, 2019).

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among GLAUKOS CORPORATION, ATLANTIC MERGER SUB, INC. and AVEDRO, INC. Dated as of August 7, 2019 TABLE OF CONTENTS ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time of the Merger 2 Section 1.04 Effects of the Merger 2 Section 1.05 Certificate of Incorporation and By-laws of the Surviving Corpor

Avedro, Inc. Announces Second Quarter 2019 Financial Results Updates Full Year 2019 Revenue Guidance Earnings Call and Webcast Previously Scheduled for Tomorrow, Thursday, August 8 Will Now Occur Today, Wednesday, August 7 at 4:30 p.m. ET as a joint

EX-99.1 Exhibit 99.1 Avedro, Inc. Announces Second Quarter 2019 Financial Results Updates Full Year 2019 Revenue Guidance Earnings Call and Webcast Previously Scheduled for Tomorrow, Thursday, August 8 Will Now Occur Today, Wednesday, August 7 at 4:30 p.m. ET as a joint call with Glaukos Corporation WALTHAM, Mass., August 7, 2019 (GLOBE NEWSWIRE) — Avedro, Inc. (Nasdaq: AVDR) (Avedro), today repor

Form of Voting Agreement.

EX-10.1 Exhibit 10.1 VOTING AGREEMENT This VOTING AGREEMENT, dated as of August 7, 2019 (this “Voting Agreement”), among Glaukos Corporation, a Delaware corporation (“Parent”), and the undersigned stockholder of Avedro, Inc., a Delaware corporation (the “Company”), listed on the signature page hereto (the “Stockholder”). W I T N E S S E T H : WHEREAS, Parent, Atlantic Merger Sub, Inc., a Delaware

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): August 7, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File Nu

Glaukos and Avedro Announce Definitive Acquisition Agreement Adds Novel Bio-Activated Pharmaceuticals to Glaukos’ New Corneal Health Franchise Potential Revenue Synergies from Complementary Product Portfolios that Leverage Glaukos’ Commercial Scale,

EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE Glaukos Investor Contact: Chris Lewis, Director, Investor Relations, Corporate Development & Strategy 949-481-0510 [email protected] Glaukos Media Contact: Cassandra Dump 619-971-1887 [email protected] Avedro Investor Contact: Brian Johnston or Lynn Lewis 631-807-1986 [email protected] Glaukos and Avedro Announce Definitive Acquisition A

Glaukos and Avedro Announce Definitive Acquisition Agreement Adds Novel Bio-Activated Pharmaceuticals to Glaukos’ New Corneal Health Franchise Potential Revenue Synergies from Complementary Product Portfolios that Leverage Glaukos’ Commercial Scale,

EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE Glaukos Investor Contact: Chris Lewis, Director, Investor Relations, Corporate Development & Strategy 949-481-0510 [email protected] Glaukos Media Contact: Cassandra Dump 619-971-1887 [email protected] Avedro Investor Contact: Brian Johnston or Lynn Lewis 631-807-1986 [email protected] Glaukos and Avedro Announce Definitive Acquisition A

Form of Voting Agreement.

EX-10.1 3 d780389dex101.htm EX-10.1 Exhibit 10.1 VOTING AGREEMENT This VOTING AGREEMENT, dated as of August 7, 2019 (this “Voting Agreement”), among Glaukos Corporation, a Delaware corporation (“Parent”), and the undersigned stockholder of Avedro, Inc., a Delaware corporation (the “Company”), listed on the signature page hereto (the “Stockholder”). W I T N E S S E T H : WHEREAS, Parent, Atlantic M

Agreement and Plan of Merger by and among Glaukos Corporation, Atlantic Merger Sub, Inc. and Avedro, Inc., dated as of August 7, 2019.

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among GLAUKOS CORPORATION, ATLANTIC MERGER SUB, INC. and AVEDRO, INC. Dated as of August 7, 2019 TABLE OF CONTENTS ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time of the Merger 2 Section 1.04 Effects of the Merger 2 Section 1.05 Certificate of Incorporation and By-laws of the Surviving Corpor

AVDR / AVEDRO INC 425 - Merger Prospectus - 8-K

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): August 7, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File Nu

Avedro, Inc. Announces Second Quarter 2019 Financial Results Updates Full Year 2019 Revenue Guidance Earnings Call and Webcast Previously Scheduled for Tomorrow, Thursday, August 8 Will Now Occur Today, Wednesday, August 7 at 4:30 p.m. ET as a joint

EX-99.1 Exhibit 99.1 Avedro, Inc. Announces Second Quarter 2019 Financial Results Updates Full Year 2019 Revenue Guidance Earnings Call and Webcast Previously Scheduled for Tomorrow, Thursday, August 8 Will Now Occur Today, Wednesday, August 7 at 4:30 p.m. ET as a joint call with Glaukos Corporation WALTHAM, Mass., August 7, 2019 (GLOBE NEWSWIRE) — Avedro, Inc. (Nasdaq: AVDR) (Avedro), today repor

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 9, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File Numbe

Avedro, Inc. Announces First Quarter 2019 Financial Results Updates Full Year 2019 Revenue Guidance

EX-99.1 Exhibit 99.1 Avedro, Inc. Announces First Quarter 2019 Financial Results Updates Full Year 2019 Revenue Guidance WALTHAM, Mass., May 9, 2019 (GLOBE NEWSWIRE) — Avedro, Inc. (Nasdaq: AVDR) (Avedro), today reported financial results for the quarter ended March 31, 2019. Recent Highlights • First quarter 2019 revenue of $8.8 million – an increase of 70% year over year • Gross margin increased

AVDR / AVEDRO INC 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2019 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: 001-38809 AVEDRO, INC.

Avedro, Inc. Announces Fourth Quarter and Full Year 2018 Financial Results and Provides Full Year 2019 Financial Outlook

EX-99.1 2 d689385dex991.htm EX-99.1 Exhibit 99.1 Avedro, Inc. Announces Fourth Quarter and Full Year 2018 Financial Results and Provides Full Year 2019 Financial Outlook WALTHAM, Mass., March 21, 2019 (GLOBE NEWSWIRE) – Avedro, Inc. (Nasdaq: AVDR) (“Avedro”), a leading commercial-stage ophthalmic medical technology company focused on treating corneal ectatic disorders and improving vision to reduc

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 21, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File Nu

AVDR / AVEDRO INC 10-K (Annual Report)

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, 2018 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: 001-38809 AVEDRO, INC. (

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D, dated February 28, 2019, with respect to the ordinary shares of Avedro, Inc.

AVDR / AVEDRO INC / ORBIMED ADVISORS LLC - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Avedro, Inc. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 05355N109 (CUSIP Number) OrbiMed Advisors LLC OrbiMed ROF II LLC OrbiMed Capital GP VI LLC 601 Lexington Avenue, 54th Floor New York, NY 10022 Telephone: (212) 739-6400 (Name, Address and Telephone N

AVDR / AVEDRO INC / Healthquest Partners Ii, L.p. - SC 13D Activist Investment

CUSIP NO. 05355N109 13D Page 1 of 10 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. )* Avedro, Inc. (Name of Issuer) Common Stock, $0.00001 par value (Title of Class of Securities) 05355N109 (CUSIP Number) Manfred Yu H

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

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): February 19, 2019 Avedro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38809 13-4223265 (state or other jurisdiction of incorporation) (Commission File

Amended and Restated Certificate of Incorporation of Avedro, Inc.

EX-3.1 2 d710713dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVEDRO, INC. Avedro, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of the Delaware, hereby certifies that: ONE: That the name of this corporation is Avedro, Inc. and that this corporation was originally incorporated pursuant to the General C

Amended and Restated Bylaws of Avedro, Inc.

EX-3.2 3 d710713dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF AVEDRO, INC. (A DELAWARE CORPORATION) FEBRUARY 19, 2019 Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meetings 2 Section 6. Spe

AVDR / AVEDRO INC S-8

S-8 As filed with the Securities and Exchange Commission on February 15, 2019 Registration No.

5,000,000 Shares Common Stock

424B4 Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-229306 PROSPECTUS 5,000,000 Shares Common Stock This is Avedro, Inc.’s initial public offering. We are selling 5,000,000 shares of our common stock. The public offering price is $14.00 per share. Currently, no public market exists for the shares. Our common stock has been approved for listing on the Nasdaq Global Market

AVDR / AVEDRO INC

Acceleration request AVEDRO, INC. 201 Jones Road Waltham, Massachusetts 02451 February 11, 2019 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Irene Paik Mr. Joseph McCann Ms. Christine Torney Ms. Angela Connell RE: Avedro, Inc. Registration Statement on Form S-1 File No. 333-229306 Acceleration Request Req

AVDR / AVEDRO INC

Underwriter Acceleration Request February 11, 2019 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Irene Paik Mr. Joseph McCann Ms. Christine Torney Ms. Angela Connell RE: Avedro, Inc. Registration Statement on Form S-1 File No. 333-229306 Ladies and Gentlemen: In connection with the above-referenced Registration Statement, and pursuant to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Avedro, Inc. (Exact Name of Registrant as Specifi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Avedro, Inc.

Amended and Restated Certificate of Incorporation, as currently in effect.

EX-3.1 Exhibit 3.1 TENTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVEDRO, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) AVEDRO, INC., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY CERTIFY: FIRST: That the nam

Form of Indemnity Agreement between the registrant and its directors and officers.

Exhibit 10.1 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) dated as of [ ], is made by and between AVEDRO, INC., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). This Agreement terminates any and all previous indemnification agreements entered into by and between the Company and the Indemnitee. RECITALS A. The Company desires to attract and retain the services of h

2019 Equity Incentive Plan.

EX-10.6 9 d636382dex106.htm EX-10.6 Exhibit 10.6 AVEDRO, INC. 2019 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: JANUARY 31, 2019 APPROVED BY THE STOCKHOLDERS: JANUARY 31, 2019 IPO DATE: 1. GENERAL. (a) Successor to and Continuation of Prior Plan. The Plan is intended as the successor to and continuation of the Company’s 2012 Equity Incentive Plan (the “Prior Plan”). From and after 12:0

Amended and Restated Certificate of Incorporation of Avedro (incorporated by reference to Exhibit 3.2 to Avedro's Registration Statement on Form S-1 filed with the SEC on February 4, 2019).

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVEDRO, INC. Avedro, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of the Delaware, hereby certifies that: ONE: That the name of this corporation is Avedro, Inc. and that this corporation was originally incorporated pursuant to the General Corporation Law of the State of De

Form of Common Stock Certificate.

Exhibit 4.2

As filed with the Securities and Exchange Commission on February 4, 2019.

Table of Contents As filed with the Securities and Exchange Commission on February 4, 2019.

2019 Employee Stock Purchase Plan.

Exhibit 10.8 AVEDRO, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: JANUARY 31, 2019 APPROVED BY THE STOCKHOLDERS: JANUARY 31, 2019 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a

Amended and Restated Bylaws of Avedro (incorporated by reference to Exhibit 3.4 to Avedro's Registration Statement on Form S-1 filed with the SEC on February 4, 2019).

Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF AVEDRO, INC. (A DELAWARE CORPORATION) Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS? MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meetings 2 Section 6. Special Meetings 6 Section 7. Notice of Meetings 6 Sec

Form of Underwriting Agreement.

Exhibit 1.1 AVEDRO, INC. (a Delaware corporation) [ ] Shares of Common Stock UNDERWRITING AGREEMENT Dated: [ ], 2019 AVEDRO, INC. (a Delaware corporation) [ ] Shares of Common Stock UNDERWRITING AGREEMENT [ ], 2019 Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC as Representatives of the several Underwriters c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One

AVDR / AVEDRO INC

CORRESP Marc A. Recht +1 617 937 2316 [email protected] *FOIA Confidential Treatment Request* Confidential Treatment Requested by Avedro, Inc. in connection with Registration Statement on Form S-1 (File No. 333-229306) January 28, 2019 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 4546 Washington, D.C. 20549 Attn: Ms. Irene Paik Mr. Joseph McC

Form of Executive Employment Agreement.

EX-10.11 Exhibit 10.11 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), by and between Avedro, Inc. (the “Company”) and [NAME] (the “Employee”), is entered into effective [DATE] (the “Effective Date”). The Company desires to continue to employ the Employee in the capacity of [full][part]-time [POSITION] pursuant to the terms of this Agreement and, in connection therewith, to compe

Credit Agreement by and between the registrant and OrbiMed Royalty Opportunities II, LP, dated as of March 20, 2017.

Exhibit 10.15 CREDIT AGREEMENT dated as of March 20, 2017 by and between AVEDRO, INC., as the Borrower, and ORBIMED ROYALTY OPPORTUNITIES II, LP, as the Lender TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1 SECTION 1.1 Defined Terms 1 SECTION 1.2 Use of Defined Terms 21 SECTION 1.3 Cross-References 21 SECTION 1.4 Accounting and Financial Determinations 21 ARTICLE II COMMITMENT

Master Services Agreement by and between the registrant and Cedarburg Hauser Pharmaceuticals (which was acquired by Albany Molecular Research Inc.), dated as of November 27, 2012.

Exhibit 10.20 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. MASTER SERVICES AGREEMENT This Master Services Agreement (the “Agreement”) is made and entered into as of November 27, 2012 (the “Effective Date”) by a

Power of Attorney.

Table of Contents As filed with the Securities and Exchange Commission on January 18, 2019.

2019 Employee Stock Purchase Plan.

Exhibit 10.8 AVEDRO, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: [ ] APPROVED BY THE STOCKHOLDERS: [ ] 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series of Purchase Rights

Warrant to Purchase Shares of Convertible Preferred Stock issued by the registrant to OrbiMed Royalty Opportunities II, LP, dated as of March 20, 2017.

Exhibit 4.5 THIS WARRANT AND THE SECURITIES PURCHASABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS, UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. AVEDRO, INC. WARRANT dated as of March

Form of Preferred Stock Purchase Warrant, dated as of November 5, 2014.

EX-4.3 5 d636382dex43.htm EX-4.3 Exhibit 4.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR

2019 Equity Incentive Plan.

Exhibit 10.6 AVEDRO, INC. 2019 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: [ ] APPROVED BY THE STOCKHOLDERS: [ ] IPO DATE: [ ] 1. GENERAL. (a) Successor to and Continuation of Prior Plan. The Plan is intended as the successor to and continuation of the Company’s 2012 Equity Incentive Plan (the “Prior Plan”). From and after 12:01 a.m. Eastern Time on the IPO Date, no additional stock a

2003 Stock Plan, as amended.

EX-10.2 8 d636382dex102.htm EX-10.2 Exhibit 10.2 AVEDRO, INC. (f/k/a THERMALVISION, INC.) 2003 STOCK PLAN ADOPTED ON APRIL 8, 2003 BOARD AUTHORIZED POOL INCREASE ON APRIL 10, 2004 BOARD AUTHORIZED POOL INCREASE ON OCTOBER 13, 2005 BOARD AUTHORIZED POOL INCREASE ON JANUARY 17, 2008 Table of Contents Page SECTION 1. ESTABLISHMENT AND PURPOSE 1 SECTION 2. ADMINISTRATION 1 (a) Committees of the Board

Second Amendment to License Agreement by and between the registrant and the California Institute of Technology, dated as of October 19, 2017.

Exhibit 10.17 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. SECOND AMENDMENT TO LICENSE AGREEMENT This amendment to the License Agreement (the “Second Amendment”), effective on the date last signed below (“Effec

Commercial Manufacturing Agreement by and between the registrant and Ajinomoto Althea, dated as of December 19, 2014.

Exhibit 10.22 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. COMMERCIAL FILL/FINISH SERVICES AGREEMENT This COMMERCIAL FILL/FINISH SERVICES AGREEMENT (the ?Agreement?) is entered into as of the 19th day of Decemb

Amended and Restated Certificate of Incorporation, as amended and as presently in effect.

Exhibit 3.1 NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVEDRO, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) AVEDRO, INC., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the ?General Corporation Law?), DOES HEREBY CERTIFY: FIRST: That the name of th

First Amendment to Northwest Park Office Lease by and between the registrant and NWP Building 32 LLC, dated as of March 27, 2017.

Exhibit 10.14 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (“Amendment”) is dated as of March 27, 2017 (the “Effective Date”) and made between NWP Building 32 LLC (“Landlord”) and Avedro, Inc. (“Tenant”). BACKGROUND A. Landlord and Tenant entered into a lease dated November 4, 2016 (the “Lease”) for approximately 7,239 rentable square feet on the second floor (the “Original Premises”) of

Amended and Restated Employment Agreement by and between the registrant and Reza Zadno dated as of January 17, 2019.

EX-10.10 Exhibit 10.10 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), by and between Avedro, Inc. (the “Company”) and Reza Zadno, Ph.D. (the “Employee”), is effective as of the date the Company consummates an initial public offering ( the “ Effective Date”). Between July 11, 2016 and September 23, 2016, Employee was employed as interim C

2012 Equity Incentive Plan, as amended.

Exhibit 10.4 AVEDRO, INC. 2012 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: OCTOBER 5, 2012 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2012 AMENDED BY THE BOARD OF DIRECTORS: MARCH 1, 2013 AMENDED BY THE STOCKHOLDERS: MARCH 1, 2013 TERMINATION DATE: OCTOBER 5, 2022 1. GENERAL. (a) Eligible Stock Award Recipients. Employees, Directors and Consultants are eligible to receive Stock Awards.

Forms of Stock Option Grant Notice, Option Agreement, Notice of Exercise, Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement for the 2019 Equity Incentive Plan.

Exhibit 10.7 AVEDRO, INC. 2019 EQUITY INCENTIVE PLAN STOCK OPTION GRANT NOTICE Avedro, Inc. (the “Company”), pursuant to its 2019 Equity Incentive Plan (the “Plan”), hereby grants to Optionholder an option to purchase the number of shares of the Company’s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this Stock Option Grant Notice, in the O

Warrant to Purchase Shares of Convertible Preferred Stock issued by the registrant to Hercules Technology III, L.P., dated as of December 22, 2015.

EX-4.4 Exhibit 4.4 THIS WARRANT, AND THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT, HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL)

Seventh Amended and Restated Investors’ Rights Agreement by and among the registrant and certain of its stockholders, dated as of April 26, 2018.

EX-4.1 Exhibit 4.1 AVEDRO, INC. SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 26th day of April, 2018, by and among Avedro, Inc., a Delaware corporation (the “Company”) and each holder of the Company’s Series AA Preferred Stock, $0.00001 par value per share (the “Series AA Preferred Stock

Amended and Restated Bylaws, as currently in effect.

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF AVEDRO, INC. (A DELAWARE CORPORATION) TABLE OF CONTENTS Page ARTICLE I OFFICES 1 1.1 Registered Office 1 1.2 Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Location 1 2.2 Timing 1 2.3 Notice of Meeting 1 2.4 Stockholders Records 1 2.5 Special Meetings 2 2.6 Notice of Meeting 2 2.7 Business Transacted at Special Meeting 2 2.8 Quorum; Meeting Adjournme

Patent License and Purchase Agreement by and between the registrant and IROC Innocross AG, dated as of April 4, 2015.

Exhibit 10.23 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. PATENT LICENSE AND PURCHASE AGREEMENT THIS PATENT LICENSE AND PURCHASE AGREEMENT (the ?Agreement?) is made and entered into effective as of April 4, 20

Commercial Supply Agreement by and between the registrant and Cedarburg Hauser Pharmaceuticals (which was acquired by Albany Molecular Research Inc.), dated as of March 26, 2014.

Exhibit 10.21 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. Cedarburg Hauser Pharmaceuticals CONFIDENTIAL Riboflavin 5’ Phosphate Sodium Commercial Supply Agreement Prepared for: Evan Sherr Vice President Advanc

Amendment No. 1 to Framework Agreement by and between the registrant and Medio-Haus-Medizinprodukte GmbH, dated as of June 30, 2014 (English translation).

EX-10.19 25 d636382dex1019.htm EX-10.19 Exhibit 10.19 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. Amendment No. 1 to the Framework Agreement between Medio-Haus-Medizinprodukte GmbH, Brunswiker Straße 50, D - 2

Framework Agreement by and between the registrant and Medio-Haus-Medizinprodukte GmbH, dated as of June 12, 2014 (English translation).

Exhibit 10.18 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. Framework Agreement between Medio-Haus-Medizinprodukte GmbH, Brunswiker Stra?e 50, D - 24105 Kiel, hereinafter referred to as ?Medio-Haus? and Avedro I

Northwest Park Office Lease by and between the registrant and NWP Building 32 LLC, dated as of November 4, 2016.

Exhibit 10.13 NORTHWEST PARK OFFICE LEASE BY AND BETWEEN NWP BUILDING 32 LLC (AS LANDLORD) AND AVEDRO, INC. (AS TENANT) FOR PREMISES AT 30 NORTH AVENUE BURLINGTON, MASSACHUSETTS TABLE OF CONTENTS ARTICLE 1 REFERENCE DATA 1 1.1 SUBJECT REFERRED TO 1 1.2 EXHIBITS 2 ARTICLE 2 PREMISES AND TERM 4 2.1 PREMISES 4 2.2 TERM 5 2.3 EXTENSION OPTION 5 ARTICLE 3 IMPROVEMENTS 7 3.1 PERFORMANCE OF WORK AND APPR

Forms of Notice of Stock Option Grant, Stock Option Agreement and Notice of Exercise for 2003 Stock Plan.

Exhibit 10.3 AVEDRO, INC. 2003 STOCK PLAN NOTICE OF STOCK OPTION GRANT You have been granted the following option to purchase shares of the Common Stock of Avedro, Inc. (the ?Company?): Name of Optionee: Total Number of Shares: Type of Option: Incentive Stock Option (ISO) Exercise Price Per Share: $ Date of Grant: Date Exercisable: This option may be exercised with respect to the first 25% of the

Forms of Stock Option Grant Notice and Option Agreement for the 2012 Equity Incentive Plan.

Exhibit 10.5 AVEDRO, INC. 2012 EQUITY INCENTIVE PLAN OPTION GRANT NOTICE Avedro, Inc. (the ?Company?), pursuant to its 2012 Equity Incentive Plan (the ?Plan?), hereby grants to Optionholder an option to purchase the number of shares of Common Stock set forth below (the ?Option?). The Option is subject to all of the terms and conditions set forth in this Option Grant Notice (?Notice?), in the Optio

Employment Agreement by and between the registrant and Reza Zadno, dated as of September 23, 2016.

EX-10.9 Exhibit 10.9 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective September 23, 2016 (the “Effective Date”), by and between Avedro, Inc. (the “Company”) and Reza Zadno, Ph.D. (the “Employee”). Between July 11, 2016 and September 23, 2016, Employee was employed as interim Chief Executive Officer (“CEO”) of the Company, pursuant to the terms of the July

Amended and Restated License Agreement by and between the registrant and the California Institute of Technology, dated as of July 31, 2017.

EX-10.16 Exhibit 10.16 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. LICENSE AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (hereinafter, the “Agreement”) is effective as of the 31st day of July, 2017, between th

Form of Amended and Restated Executive Employment Agreement.

EX-10.12 Exhibit 10.12 FORM OF AMENDED AND RESTATED EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), by and between Avedro, Inc. (the “Company”) and [NAME] (the “Employee”), is effective as of the date the Company consummates an initial public offering (the “Effective Date”). The Company desires to continue to employ the Employee in the capacity of [full][part]-time [POSITION] pur

As confidentially submitted to the Securities and Exchange Commission on December 21, 2018. This Amendment No. 3 to the draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein re

Table of Contents As confidentially submitted to the Securities and Exchange Commission on December 21, 2018.

LICENSE AGREEMENT

EX-10.14 5 filename5.htm Exhibit 10.14 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. LICENSE AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (hereinafter, the “Agreement”) is effective as of the 31st day of July,

AVEDRO, INC. 2019 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: [ ] APPROVED BY THE STOCKHOLDERS: [ ] IPO DATE: [ ]

Exhibit 10.6 AVEDRO, INC. 2019 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: [ ] APPROVED BY THE STOCKHOLDERS: [ ] IPO DATE: [ ] 1. GENERAL. (a) Successor to and Continuation of Prior Plan. The Plan is intended as the successor to and continuation of the Company?s 2012 Equity Incentive Plan (the ?Prior Plan?). From and after 12:01 a.m. Eastern Time on the IPO Date, no additional stock a

AVEDRO, INC. 2019 EQUITY INCENTIVE PLAN STOCK OPTION GRANT NOTICE

Exhibit 10.7 AVEDRO, INC. 2019 EQUITY INCENTIVE PLAN STOCK OPTION GRANT NOTICE Avedro, Inc. (the ?Company?), pursuant to its 2019 Equity Incentive Plan (the ?Plan?), hereby grants to Optionholder an option to purchase the number of shares of the Company?s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this Stock Option Grant Notice, in the O

AVDR / AVEDRO INC

DRSLTR Marc A. Recht + 1 617 937 2316 [email protected] VIA EDGAR December 21, 2018 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Irene Paik Mr. Joseph McCann Ms. Christine Torney Ms. Angela Connell Re: Avedro, Inc. Draft Registration Statement on Form S-1 Submitted on November 15, 2018 CIK No. 0001343304 Ladies and Gent

Riboflavin 5? Phosphate Sodium Commercial Supply Agreement Prepared for: Evan Sherr Vice President Advanced Product Development Avedro, Inc. Prepared by: Cedarburg Pharmaceuticals, Inc. d.b.a Cedarburg Hauser Pharmaceuticals 870 Badger Circle Grafton

Exhibit 10.19 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. Cedarburg Hauser Pharmaceuticals CONFIDENTIAL Riboflavin 5? Phosphate Sodium Commercial Supply Agreement Prepared for: Evan Sherr Vice President Advanc

MASTER SERVICES AGREEMENT

Exhibit 10.18 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. MASTER SERVICES AGREEMENT This Master Services Agreement (the ?Agreement?) is made and entered into as of November 27, 2012 (the ?Effective Date?) by a

COMMERCIAL FILL/FINISH SERVICES AGREEMENT

EX-10.20 8 filename8.htm Exhibit 10.20 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. COMMERCIAL FILL/FINISH SERVICES AGREEMENT This COMMERCIAL FILL/FINISH SERVICES AGREEMENT (the “Agreement”) is entered into as

AVEDRO, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: [ ] APPROVED BY THE STOCKHOLDERS: [ ]

Exhibit 10.8 AVEDRO, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: [ ] APPROVED BY THE STOCKHOLDERS: [ ] 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series of Purchase Rights

SECOND AMENDMENT TO LICENSE AGREEMENT

EX-10.15 Exhibit 10.15 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. SECOND AMENDMENT TO LICENSE AGREEMENT This amendment to the License Agreement (the “Second Amendment”), effective on the date last signed belo

As confidentially submitted to the Securities and Exchange Commission on November 28, 2018. This Amendment No. 2 to the draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein re

As confidentially submitted to the Securities and Exchange Commission on November 28, 2018.

PATENT LICENSE AND PURCHASE AGREEMENT

EX-10.21 3 filename3.htm Exhibit 10.21 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. PATENT LICENSE AND PURCHASE AGREEMENT THIS PATENT LICENSE AND PURCHASE AGREEMENT (the “Agreement”) is made and entered into ef

LICENSE AGREEMENT

EX-10.14 4 filename4.htm Exhibit 10.14 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. LICENSE AGREEMENT THIS AMENDED AND RESTATED AGREEMENT (hereinafter, the “Agreement”) is effective as of the 31st day of July,

As confidentially submitted to the Securities and Exchange Commission on November 19, 2018. This Amendment No. 1 to the draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein re

As confidentially submitted to the Securities and Exchange Commission on November 19, 2018.

Riboflavin 5’ Phosphate Sodium Commercial Supply Agreement Prepared for: Evan Sherr Vice President Advanced Product Development Avedro, Inc. Prepared by: Cedarburg Pharmaceuticals, Inc. d.b.a Cedarburg Hauser Pharmaceuticals 870 Badger Circle Grafton

EX-10.19 Exhibit 10.19 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. Cedarburg Hauser Pharmaceuticals CONFIDENTIAL Riboflavin 5’ Phosphate Sodium Commercial Supply Agreement Prepared for: Evan Sherr Vice Preside

Amendment No. 1 to the Framework Agreement

EX-10.17 6 filename6.htm Exhibit 10.17 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. Amendment No. 1 to the Framework Agreement between Medio-Haus-Medizinprodukte GmbH, Brunswiker Straße 50, D - 24105 Kiel, here

Framework Agreement

EX-10.16 5 filename5.htm Exhibit 10.16 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. Framework Agreement between Medio-Haus-Medizinprodukte GmbH, Brunswiker Straße 50, D - 24105 Kiel, hereinafter referred to as

CREDIT AGREEMENT dated as of March 20, 2017 by and between AVEDRO, INC., as the Borrower, ORBIMED ROYALTY OPPORTUNITIES II, LP, as the Lender

EX-10.13 Exhibit 10.13 CREDIT AGREEMENT dated as of March 20, 2017 by and between AVEDRO, INC., as the Borrower, and ORBIMED ROYALTY OPPORTUNITIES II, LP, as the Lender TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1 SECTION 1.1 Defined Terms 1 SECTION 1.2 Use of Defined Terms 21 SECTION 1.3 Cross-References 21 SECTION 1.4 Accounting and Financial Determinations 21 ARTICLE II C

COMMERCIAL FILL/FINISH SERVICES AGREEMENT

Exhibit 10.20 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. COMMERCIAL FILL/FINISH SERVICES AGREEMENT This COMMERCIAL FILL/FINISH SERVICES AGREEMENT (the ?Agreement?) is entered into as of the 19th day of Decemb

MASTER SERVICES AGREEMENT

EX-10.18 7 filename7.htm Exhibit 10.18 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. MASTER SERVICES AGREEMENT This Master Services Agreement (the “Agreement”) is made and entered into as of November 27, 2012 (t

AVEDRO, INC. (f/k/a THERMALVISION, INC.) 2003 STOCK PLAN ADOPTED ON APRIL 8, 2003 BOARD AUTHORIZED POOL INCREASE ON APRIL 10, 2004 BOARD AUTHORIZED POOL INCREASE ON OCTOBER 13, 2005 BOARD AUTHORIZED POOL INCREASE ON JANUARY 17, 2008

EX-10.2 Exhibit 10.2 AVEDRO, INC. (f/k/a THERMALVISION, INC.) 2003 STOCK PLAN ADOPTED ON APRIL 8, 2003 BOARD AUTHORIZED POOL INCREASE ON APRIL 10, 2004 BOARD AUTHORIZED POOL INCREASE ON OCTOBER 13, 2005 BOARD AUTHORIZED POOL INCREASE ON JANUARY 17, 2008 Table of Contents Page SECTION 1. ESTABLISHMENT AND PURPOSE 1 SECTION 2. ADMINISTRATION 1 (a) Committees of the Board of Directors 1 (b) Authority

FIRST AMENDMENT TO LEASE

EX-10.12 14 filename14.htm Exhibit 10.12 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (“Amendment”) is dated as of March , 2017 (the “Effective Date”) and made between NWP Building 32 LLC (“Landlord”) and Avedro, Inc. (“Tenant”). BACKGROUND A. Landlord and Tenant entered into a lease dated November 4, 2016 (the “Lease”) for approximately 7,239 rentable square feet on the second floor (th

NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION AVEDRO, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware)

EX-3.1 2 filename2.htm Exhibit 3.1 NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AVEDRO, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) AVEDRO, INC., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY CERTIFY: FIR

AVEDRO, INC. 2012 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: OCTOBER 5, 2012 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2012 AMENDED BY THE BOARD OF DIRECTORS: MARCH 1, 2013 AMENDED BY THE STOCKHOLDERS: MARCH 1, 2013 TERMINATION DATE: OCT

EX-10.4 9 filename9.htm Exhibit 10.4 AVEDRO, INC. 2012 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: OCTOBER 5, 2012 APPROVED BY THE STOCKHOLDERS: OCTOBER 5, 2012 AMENDED BY THE BOARD OF DIRECTORS: MARCH 1, 2013 AMENDED BY THE STOCKHOLDERS: MARCH 1, 2013 TERMINATION DATE: OCTOBER 5, 2022 1. GENERAL. (a) Eligible Stock Award Recipients. Employees, Directors and Consultants are eligible t

NORTHWEST PARK OFFICE LEASE BY AND BETWEEN NWP BUILDING 32 LLC (AS LANDLORD) AVEDRO, INC. (AS TENANT) FOR PREMISES AT 30 NORTH AVENUE BURLINGTON, MASSACHUSETTS

EX-10.11 13 filename13.htm Exhibit 10.11 NORTHWEST PARK OFFICE LEASE BY AND BETWEEN NWP BUILDING 32 LLC (AS LANDLORD) AND AVEDRO, INC. (AS TENANT) FOR PREMISES AT 30 NORTH AVENUE BURLINGTON, MASSACHUSETTS TABLE OF CONTENTS ARTICLE 1 REFERENCE DATA 1 1.1 SUBJECT REFERRED TO 1 1.2 EXHIBITS 2 ARTICLE 2 PREMISES AND TERM 4 2.1 PREMISES 4 2.2 TERM 5 2.3 EXTENSION OPTION 5 ARTICLE 3 IMPROVEMENTS 7 3.1 P

AVEDRO, INC. SEVENTH AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT

EX-4.1 4 filename4.htm Exhibit 4.1 AVEDRO, INC. SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 26th day of April, 2018, by and among Avedro, Inc., a Delaware corporation (the “Company”) and each holder of the Company’s Series AA Preferred Stock, $0.00001 par value per share (the “Series AA

EMPLOYMENT AGREEMENT

EX-10.9 Exhibit 10.9 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective September 23, 2016 (the “Effective Date”), by and between Avedro, Inc. (the “Company”) and Reza Zadno, Ph.D. (the “Employee”). Between July 11, 2016 and September 23, 2016, Employee was employed as interim Chief Executive Officer (“CEO”) of the Company, pursuant to the terms of the July

AVEDRO, INC. dated as of March 20, 2017

EX-4.5 7 filename7.htm Exhibit 4.5 THIS WARRANT AND THE SECURITIES PURCHASABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS, UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. AVEDRO, INC. WAR

Void After November 5, 2021 AVEDRO, INC. Preferred Stock Purchase Warrant

Exhibit 4.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM

WARRANT AGREEMENT To Purchase Shares of Preferred Stock of AVEDRO, INC. Dated as of December 22, 2015 (the “Effective Date”)

EX-4.4 6 filename6.htm Exhibit 4.4 THIS WARRANT, AND THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT, HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE C

EMPLOYMENT AGREEMENT

EX-10.10 12 filename12.htm Exhibit 10.10 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), by and between Avedro, Inc. (the “Company”) and [NAME] (the “Employee”), is entered into effective [DATE] (the “Effective Date”). The Company desires to continue to employ the Employee in the capacity of [full][part]-time [POSITION] pursuant to the terms of this Agreement and, in connection t

AVEDRO, INC. 2003 STOCK PLAN NOTICE OF STOCK OPTION GRANT

EX-10.3 Exhibit 10.3 AVEDRO, INC. 2003 STOCK PLAN NOTICE OF STOCK OPTION GRANT You have been granted the following option to purchase shares of the Common Stock of Avedro, Inc. (the “Company”): Name of Optionee: Total Number of Shares: Type of Option: Incentive Stock Option (ISO) Exercise Price Per Share: $ Date of Grant: Date Exercisable: This option may be exercised with respect to the first 25%

AVEDRO, INC. 2012 EQUITY INCENTIVE PLAN OPTION GRANT NOTICE

EX-10.5 10 filename10.htm Exhibit 10.5 AVEDRO, INC. 2012 EQUITY INCENTIVE PLAN OPTION GRANT NOTICE Avedro, Inc. (the “Company”), pursuant to its 2012 Equity Incentive Plan (the “Plan”), hereby grants to Optionholder an option to purchase the number of shares of Common Stock set forth below (the “Option”). The Option is subject to all of the terms and conditions set forth in this Option Grant Notic

As confidentially submitted to the Securities and Exchange Commission on November 15, 2018. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confiden

Table of Contents As confidentially submitted to the Securities and Exchange Commission on November 15, 2018.

AMENDED AND RESTATED BYLAWS OF AVEDRO, INC. (A DELAWARE CORPORATION)

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF AVEDRO, INC. (A DELAWARE CORPORATION) TABLE OF CONTENTS Page ARTICLE I OFFICES 1 1.1 Registered Office 1 1.2 Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Location 1 2.2 Timing 1 2.3 Notice of Meeting 1 2.4 Stockholders Records 1 2.5 Special Meetings 2 2.6 Notice of Meeting 2 2.7 Business Transacted at Special Meeting 2 2.8 Quorum; Meeting Adjournme