EX-5.1 2 brhc10049904_ex5-1.htm EXHIBIT 5.1
Exhibit 5.1




Wilson Sonsini Goodrich & Rosati
Professional Corporation

650 Page Mill Road
Palo Alto, California 94304-1050

O: 650.493.9300
F: 650.493.6811

March 17, 2023
Kinnate Biopharma Inc.
103 Montgomery Street, Suite 150
The Presidio of San Francisco
San Francisco, CA
(858) 299-4699

  Re:
Registration Statement on Form S-8

Ladies and Gentlemen:

We have examined the Registration Statement on Form S-8 (the “Registration Statement”) to be filed by Kinnate Biopharma Inc., a Delaware corporation (the “Company”), with the Securities and Exchange Commission on or about the date hereof, relating to the registration under the Securities Act of 1933, as amended, of (i) 2,217,114 shares of common stock, par value $0.0001 per share (the “Common Stock”) reserved for issuance pursuant to the Company’s 2020 Equity Incentive Plan and (ii) 443,422 shares of Common Stock reserved for issuance pursuant to the Company’s 2020 Employee Stock Purchase Plan (which plans are referred to herein as the “Plans” and which shares of Common Stock are referred to herein as the “Shares”).

On the basis of the foregoing, and in reliance thereon, we are of the opinion that the Shares, when issued and sold in the manner referred to in the Plans and pursuant to the agreements that accompany the Plans, will be legally and validly issued, fully paid, and nonassessable.

We consent to the use of this opinion as an exhibit to the Registration Statement, and further consent to the use of our name wherever appearing in the Registration Statement and any amendments thereto.


Very truly yours,



/s/ WILSON SONSINI GOODRICH & ROSATI



WILSON SONSINI GOODRICH & ROSATI

Professional Corporation


AUSTIN
BEIJING
BOSTON
BOULDER
BRUSSELS
HONG KONG
LONDON
LOS ANGELES
NEW YORK
PALO ALTO
 
SAN DIEGO
SAN FRANCISCO
SEATTLE
SHANGHAI
WASHINGTON, DC
WILMINGTON, DE