FORM OF COMMON STOCK PURCHASE WARRANTRexahn Pharmaceuticals, Inc. • January 25th, 2019 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or his, her 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 January 25, 2019 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 25, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Rexahn Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock (as defined below). The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
par value $0.0001 and Warrants to Purchase 10,750,000 Shares of Common Stock REXAHN PHARMACEUTICALS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2019 • Rexahn Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Rexahn Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of (i) 10,750,000 shares (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), and (ii) warrants to purchase up to an aggregate of 10,750,000 shares of Common Stock (the “Warrants”). The respective amounts of the Shares and Warrants to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. The aggregate number of shares of Common Stock issuable upon exercise of the Warrants is hereinafter referred to as the “Warrant Shares.” The Shares, Warrants and Warrant Shares are collectively called the “Securities.”
