0001140361-24-041174 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 16th, 2024 • Momentus Inc. • Guided missiles & space vehicles & parts

This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 15, 2024, between Momentus Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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PRE-FUNDED COMMON STOCK PURCHASE WARRANT
Pre-Funded Common Stock Purchase Warrant • September 16th, 2024 • Momentus Inc. • Guided missiles & space vehicles & parts

THIS PRE-FUNDED 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 date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from MOMENTUS INC., a Delaware corporation (the “Company”), up to 5,000,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).

CLASS A COMMON STOCK PURCHASE WARRANT MOMENTUS INC.
Common Stock Purchase Warrant • September 16th, 2024 • Momentus Inc. • Guided missiles & space vehicles & parts

THIS CLASS A 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 date that is six months after the Original Issuance Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five year and six month anniversary of the Original Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from MOMENTUS INC., a Delaware corporation (the “Company”), up to 10,000,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 16th, 2024 • Momentus Inc. • Guided missiles & space vehicles & parts • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 15, 2024, between Momentus Inc., a Delaware corporation (the “Company”), and each of the purchasers identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).

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