COMMON STOCK PURCHASE WARRANT VAXART, INC.Common Stock Purchase Warrant • April 8th, 2019 • Vaxart, Inc. • Biological products, (no disgnostic substances) • New York
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ISSUE DATE] (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on , 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vaxart, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REPRESENTATIVE COMMON STOCK PURCHASE WARRANT VAXART, INC.Warrant Agreement • April 8th, 2019 • Vaxart, Inc. • Biological products, (no disgnostic substances) • New York
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on , 2024 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Vaxart, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to that certain Underwriting Agreement, by and between the Company and H.C. Wainwright & Co., LLC as representative of the several underwriters listed in Schedule A thereto, dated as of , 2019 (the “Underwriting Agreement”).
Underwriting AgreementUnderwriting Agreement • April 8th, 2019 • Vaxart, Inc. • Biological products, (no disgnostic substances) • New York
Vaxart, Inc., Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of (a) [·] shares of common stock (the “Firm Shares”), par value $0.10 per share, of the Company (the “Common Stock”), (b) [·] pre-funded warrants to purchase [·] shares of Common Stock at an exercise price of $0.10 per share (the “Pre-Funded Warrants”) and (c) warrants to purchase [·] shares of Common Stock at an exercise price of $[·] per share (the “Common Warrants” and, collectively with the Pre-Funded Warrants and the Firm Shares, the “Firm Securities”). The amount and form of the Firm Securities to be purchased by the Underwriters is set forth opposite its name on Schedule A hereto. The Company also proposes to sell to the Underwriters, at the option of the Underwriters, up to (i) an additional [·] shares of Common Stock (the “Option Shares”), (ii) [·] Common Warrants (the “Option Warrants”), and, to the Repre
