FORM OF WARRANT] xG TECHNOLOGY, INC. Warrant To Purchase Common StockWarrant to Purchase Common Stock • February 10th, 2017 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
The Company has filed with the U.S. Securities and Exchange Commission (the “Commission”) a Registration Statement on Form S-3 (File No. 333-197820) (as the same may be amended from time to time, the “Registration Statement”) for the registration, under the Securities Act of 1933, as amended (the “1933 Act”) of, among other securities, the Warrants and the Warrant Shares, and such Registration Statement was declared effective on August 21, 2014, and subsequently filed a related prospectus, including the related prospectus supplement, filed with the Securities and Exchange Commission on February 9, 2017. This Warrant is one of the Warrants to Purchase Common Stock issued pursuant to Section 2 of that certain Underwriting Agreement, dated as of February 8, 2017 (the “UA”), by and among the Company and Aegis Capital Corp.
UNDERWRITING AGREEMENT between xG TECHNOLOGY, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters February 8, 2017Underwriting Agreement • February 10th, 2017 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
