issued or issuable pursuant to the Share Exchange Agreement

issued or issuable pursuant to the Share Exchange Agreement. Or any similar reference shall mean the shares of the Preferred Stock of the Company issued or issuable in the future in exchange for shares of stock of Axonics Europe pursuant to the exercise at any time by a shareholder of Axonics Europe of its Preferred Option in a Preferred Exchange, as such terms are defined in and under the terms and conditions of the Share Exchange Agreement.