Exhibit 10.1
CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THE INFORMATION IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
SECOND AMENDMENT TO CO-PROMOTION AGREEMENT
This Second Amendment to Co-Promotion Agreement (this “Amendment”), effective as of March 5, 2026, is made by and between ARS Pharmaceuticals Operations, Inc., a Delaware corporation (“ARS”), having an office at 11682 El Camino Real, Suite 300, San Diego CA 92130, U.S., and ALK-Abelló, Inc., a Delaware corporation having an office at 135 Route 202/206 Suite #16, Bedminster, New Jersey 07921 (“ALK”).
RECITALS
Reference is made to that certain Co-Promotion Agreement, dated as of May 2, 2025, as amended on October 23, 2025 (the “Agreement”), by and between ARS and ALK. Capitalized terms used but not otherwise defined herein shall have the respective meanings given in the Agreement.
WHEREAS, ARS and ALK desire to enter into this Amendment for purposes of modifying the Agreement as set forth herein.
NOW, THEREFORE for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
“(a) Base Fee. Subject to this Section 6.1, ARS shall compensate ALK for its costs of employing and maintaining ALK Personnel to conduct Promotion and Commercialization activities and support thereof hereunder, as well as its Detailing costs, (i) for each Quarter during the Term in Collaboration Year 1, in the amount of [***] per Quarter during the Term in such Collaboration Year; (ii) for each Quarter during the Term in Collaboration Year 2, in the amount of [***] per Quarter during the Term in such Collaboration Year; (iii) for each Quarter during the Term in Collaboration Year 3, in the amount of [***] per Quarter during the Term in such Collaboration Year; and (iv) for each Quarter during the Term in Collaboration Year 4, in the amount of [***] per Quarter during the Term in such Collaboration Year (in each case, such Quarterly payment, the “Base Fee”).”
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IN WITNESS WHEREOF, each of the parties has caused this Amendment to be duly executed on its behalf as of the date of the last signature below:
ARS Pharmaceuticals Operations, Inc.
By: /s/ Richard Lowenthal Name: Richard Lowenthal Title: President & CEO | ALK-Abelló, Inc.
By: /s/ Claus Steensen Sølje Name: Claus Steensen Sølje Title: CFO |
Date: 3/4/2026
| Date: 3/5/2026
ALK-Abelló, Inc.
By: /s/ Edward Jordan Name: Edward Jordan Title: EVP NA Commercial Operations Date: 3/5/2026 |