0001193125-09-206358 Sample Contracts

2,200,000 Shares Targacept, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENT
Underwriting Agreement • October 9th, 2009 • Targacept Inc • Pharmaceutical preparations • New York

Targacept, Inc., a Delaware corporation (the “Company”), proposes to sell to Deutsche Bank Securities Inc. (the “Underwriter”) 2,200,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), all of which will be sold by the Company. The Company also proposes to sell at the Underwriter’s option up to 320,000 additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below. The Firm Shares and the Option Shares (to the extent the aforementioned option is exercised) are herein collectively called the “Shares.”

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