22,828,072 Shares of Common Stock Pre-Funded Warrants to Purchase 8,771,928 Shares of Common Stock Leap Therapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • September 22nd, 2021 • Leap Therapeutics, Inc. • Pharmaceutical preparations • New York
Leap Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 22,828,072 shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company, and pre-funded warrants to purchase up to an aggregate of 8,771,928 shares of Common Stock in the form attached hereto as Exhibit A (the “Warrants”). The Company has also granted to the several Underwriters an option to purchase up to 4,740,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and the Warrants are herein referred to as the “Firm Securities.” The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively called the “Shares.” The Shares and the Warrants are herein referred to as the “Securities.” The shares of Common Stock issuabl
