Nuvation Bio Inc — 10-K exhibit

Exhibit 10.28

CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE AND CONFIDENTIAL.

Amendment 2 to Contract Manufacturing Agreement (API)

This Amendment 2 to Contract Manufacturing Agreement (API) (this “Amendment 2”) is as of the last signature date below (the “Execution Date”) by and between Asymchem Laboratories (Tianjin) Co., Ltd. (凯莱英医药集团（天津）股份有限公司), a Chinese company, with its registered office at No. 6 Dongting 3rd Avenue, TEDA Tianjin, 300457, PRC (“CMO”), and Nuvation Bio Inc., a company incorporated under the laws of Delaware with its registered address at 1500 Broadway, Suite 1401, New York, NY 10036, US (together with Nuvation Bio Inc.’s Affiliates, the “Client”) (each of the CMO and Client is referred to as a “Party” and collectively as the “Parties”).

Whereas, the Parties entered into that certain Contract Manufacturing Agreement (API) dated March 3rd, 2025 (the “Agreement”), pursuant to which the CMO will manufacture and supply to Client the AB-106 API pursuant to the terms and conditions thereof, and subsequently entered into Amendment 1 to the Agreement dated July 9th, 2025 (“Amendment 1”);

Whereas, the Parties desire to amend certain terms of the Agreement in accordance with the terms set forth herein.

NOW, THEREFORE, in consideration of the premises and the mutual promises and conditions set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, do hereby agree as follows:

[Remainder of This Page Intentionally Left Blank]

IN WITNESS WHEREOF, the Parties have authorized their representatives to execute this Amendment 2.

Client

Nuvation Bio Inc.

Signature：______________________

Name:

Title:

Date:

IN WITNESS WHEREOF, the Parties have authorized their representatives to execute this Amendment 2.

CMO

凯莱英医药集团（天津）股份有限公司（盖章）

Asymchem Laboratories (Tianjin) Co., Ltd. (seal)

Signature：______________________

Name: Zhang Xian

Title: VP of Business Development

Date:

Schedule D-3

Payment Schedule for Stability Study Cost

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Schedule D-4

Supply Price for AB-106 API manufactured in [***] batch

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