COMMON STOCK PURCHASE WARRANT 22ND CENTURY GROUP, inc.Common Stock Purchase Warrant • November 29th, 2023 • 22nd Century Group, Inc. • Cigarettes • New York
THIS COMMON STOCK PURCHASE WARRANT (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 the Stockholder Approval Date (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the five (5) year anniversary of the Stockholder Approval Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from 22nd Century Group, Inc., a Nevada 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).
22nd Century Group, Inc.Inducement Offer Agreement • November 29th, 2023 • 22nd Century Group, Inc. • Cigarettes
22nd Century Group, Inc. (the “Company”) is pleased pursuant to this letter agreement (this “Agreement”) to offer to you the opportunity to exercise all or part of: (i) the common stock purchase warrants of the Company issued to you on or about June 22, 2023 (“June Warrants”); (ii) the common stock purchase warrants of the Company issued to you on or about July 10, 2023 (“July 10 Warrants”); (iii) the common stock purchase warrants of the Company issued to you on or about July 21, 2023 (“July 21 Warrants”); and/or (iv) the common stock purchase warrants of the Company issued to you on or about October 19, 2023 (“October Warrants”), each with an exercise price of $0.525 per share (June Warrants, July 10 Warrants, July 21 Warrants, and October Warrants, collectively, the “Existing Warrants”), set forth on the signature page hereto, which are currently held by you (the “Holder”). The Existing Warrants and all of the shares of common stock, par value $0.00001 per share, of the Company (the
