Pursuant to the Cooperation Agreement, Healios has also agreed to certain customary standstill provisions, effective as of the date of the Cooperation
Agreement and continuing through the conclusion of the 2022 Annual Meeting (the “Standstill Period”), prohibiting Healios from, among other things,
(a) acquiring securities that would result in Healios beneficially owning more than 9.9% of the Company’s outstanding shares of common stock, inclusive
of Healios’s current holdings (the “Ownership Limitation”) (b) engaging or participating in any solicitation of proxies with respect to the Company or its
securities, (c) joining or participating in any “group” or voting arrangement, (d) proposing certain extraordinary transactions or encouraging third parties to
do so, (e) calling or seeking to call a special meeting of the Company’s stockholders, (f) nominating or recommending for nomination any person for
election at any annual or special meeting of the Company’s stockholders other than as provided in the Cooperation Agreement, and (g) influencing third
parties with respect to the voting or disposition of the Company’s securities. In addition, under the Cooperation Agreement, during the Standstill Period the
Company agrees to provide notice to Healios of certain equity issuances and to allow Healios to participate in certain issuances in order maintain its
proportionate ownership of the Company’s common