EX-10

Exhibit 10.1

FIRST AMENDMENT TO LEASE

THIS FIRST AMENDMENT TO LEASE (this “Amendment”) is entered into as of this 14th day of January, 2021, by and between B9 LS HARRISON & WASHINGTON LLC, a Delaware limited liability company (“Landlord”), and PEPGEN, INC., a Delaware corporation (“Tenant”).

RECITALS

WHEREAS, Landlord and Tenant are parties to that certain Lease dated as of December 1, 2021 (as the same may have been amended, supplemented or modified from time to time, the “Existing Lease”), whereby Tenant leases certain premises (the “Premises”) from Landlord at 321 Harrison Avenue in Boston, Massachusetts (the “Building”);

WHEREAS, Landlord and Tenant desire to make certain corrections to the Rentable Area of the Building and the plan of the Premises set forth in the Existing Lease; and

WHEREAS, Landlord and Tenant desire to modify and amend the Existing Lease only in the respects and on the conditions hereinafter stated.

AGREEMENT

NOW, THEREFORE, Landlord and Tenant, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, agree as follows:

Definitions. For purposes of this Amendment, capitalized terms shall have the meanings ascribed to them in the Existing Lease unless otherwise defined herein. The Existing Lease, as amended by this Amendment, is referred to collectively herein as the “Lease.” From and after the date hereof, the term “Lease,” as usedin the Existing Lease, shall mean the Existing Lease, as amended by this Amendment.

Rentable Area of Building; Tenant’s Pro Rata Share of Building. The Approximate Rentable Area of Building set forth in Section 2.2 of the Existing Lease is hereby amended and corrected by deleting “247,670 square feet” and replacing it with “246,737 square feet.” The Tenant’s Pro Rata Share of Building set forth in Section 2.2 of the Existing Lease is hereby amended and corrected by deleting “12.79%” and replacing it with “12.83%.” For clarity, there is no change to the Approximate Rentable Area of Premises, the Approximate Rentable Area of Project, and Tenant’s Pro Rata Share of Project. Accordingly, the chart set forth in Section 2.2 of the Existing Lease shall be deleted in its entirety and replaced with the following:


Definition or Provision	Means the Following (As of the Execution Date)
Approximate Rentable Area of Premises*	31,668 square feet
Approximate Rentable Area of Building	246,737 squarefeet
Approximate Rentable Area of Project	493,375 squarefeet


Tenant’s Pro Rata Shareof Building*	12.83%
Tenant’s Pro RataShare of Project*	6.42%

* Note: Subject to adjustment based upon the Rentable Area of the Premises, Building and Project as of the Term Commencement Date subject to Section 6 below.

Premises Plan. The plan of the Premises attached to the Existing Lease as ExhibitA is hereby deleted in its entirety and replaced with the plan attached hereto as Exhibit A. Landlord and Tenant acknowledge and agree that the Approximate Rentable Area of Premises set forth in Section 2.2 of the Existing Lease and reflected in the plan is not being modified.For clarity, the purpose of replacing the plan of the Premises is to reflect the relocation of the central shared mechanical shaft eastward.

Broker. Tenant represents and warrants that it has not dealt with any broker or agent in the negotiation for or the obtaining of this Amendment and agrees to reimburse, indemnify, save, defend (at Landlord’s option and with counsel reasonably acceptable to Landlord, at Tenant’s sole cost and expense) and hold harmless the Landlord Indemnitees for, from and against any and all cost or liability for compensation claimed by any such broker or agent employed or engaged by it or claiming to have been employed or engaged by it.

No Default. Tenant represents, warrants and covenants that, to the best of Tenant’s knowledge, Landlord and Tenant are not in default of any of their respective obligations under the Existing Lease and no event has occurred that, with the passage of time or the giving of notice (or both) would constitute a default by either Landlord or Tenant thereunder.

Effect of Amendment. Except as modified by this Amendment, the Existing Lease and all the covenants, agreements, terms, provisions and conditions thereof shall remain in full force and effect and are hereby ratified and affirmed. In the event of any conflict between the terms contained in this Amendment and the Existing Lease, the terms herein contained shall supersede and control the obligations and liabilities of the parties.

Successors and Assigns. Each of the covenants, conditions and agreements contained in this Amendment shall inure to the benefit of and shall apply to and be binding upon the parties hereto and their respective heirs, legatees, devisees, executors, administrators and permitted successors and assigns and sublessees. Nothing in this section shall in any way alter the provisions of the Lease restricting assignment or subletting.

Miscellaneous. This Amendment becomes effective only upon execution and delivery hereof by Landlord and Tenant. The captions of the paragraphs and subparagraphs in this Amendment are inserted and included solely for convenience and shall not be considered or given any effect in construing the provisions hereof. All exhibits hereto are incorporated herein by reference.Submission of this instrument for examination or signature by Tenant does not constitute a reservation of or option for a lease, and shall not be effective as a lease, lease amendment or otherwise until execution by and delivery to both Landlord and Tenant.

Authority. Tenant guarantees, warrants and represents that the individual or individuals signing this Amendment have the power, authority and legal capacity to sign this Amendment on behalf of and to bind all entities, corporations, partnerships, limited liability companies, joint venturers or other organizations and entities on whose behalf such individual or individuals have signed.

10.

Counterparts; Facsimile and PDF Signatures. This Amendment may be executed in one or more counterparts, each of which, when taken together, shall constitute one and the same document. A facsimile or portable document format (PDF) signature on this Amendment shall be equivalent to, and have the same force and effect as, an original signature.

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IN WITNESS WHEREOF,Landlord and Tenant have executedthis Amendment as a sealed Massachusetts instrument as of the date and year first above written.

LANDLORD:

B9 LS HARRISON & WASHINGTON LLC,

a Delaware limited liability company


Date: January 14, 2021	By:	/s/ Carlye Murphy
		Carlye Murphy
		Vice President, Legal

Date: January 14, 2021	By:	/s/ James McArthur
		James McArthur
		Chief Executive Officer, CEO

EXHIBIT A

PREMISES

[see attached]