Surface Oncology, Inc. entered into an Agreement and Plan of Merger by and among the Company, Coherus BioSciences, Inc., a Delaware corporation, Crimson Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Parent, and Crimson Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent. Pursuant to the terms of the Merger Agreement, Merger Sub I merged with and into the Company, with the Company surviving such First Merger as a wholly owned subsidiary of Parent, and, as part of the same overall transaction, promptly after the First Merger, the surviving entity of the First Merger merged with and into Merger Sub II, with Merger Sub II surviving the Second Merger. The Mergers became effective on September 8, 2023 upon the filing of the Certificate of Merger for the First Merger with the Secretary of the State of Delaware.

At the Effective Time, pursuant to the terms of the Merger Agreement, each of J. Jeffrey Goater, David S. Grazel, M.D., Ramy Ibrahim, M.D., Carsten Brunn, Ph.D., Benjamin Hickey, Robert W. Ross, M.D., Armen B. Shanafelt, Ph.D., Elliott Sigal, M.D., Ph.D., Laurie D. Stelzer and Denice Torres ceased serving as directors of the Company. In addition, Robert W. Ross, M.D., Jessica Fees, Chandra Adams, Vito J. Palombella, Ph.D., Henry Rath and Alison O?Neil ceased to serve as officers of the Company pursuant to the Merger Agreement, effective as of immediately prior to the Effective Time.