SHARES OF COMMON STOCK, _____________ SERIES B WARRANTS (EXERCISABLE FOR _________SHARES) AND _____________ SERIES A WARRANTS (EXERCISABLE FOR _________SHARES) OF KEMPHARM, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 8th, 2021 • Kempharm, Inc • Pharmaceutical preparations • New York
The undersigned, KemPharm, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of KemPharm, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Roth Capital Partners, LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
SERIES A COMMON STOCK PURCHASE WARRANT KEMPHARM, INC.Series a Common Stock Purchase Warrant • January 8th, 2021 • Kempharm, Inc • Pharmaceutical preparations • New York
THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant” and, together with each other Series A Common Stock Purchase Warrant, the “Warrants”) 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 on or prior to 5:00 p.m. (New York City time) on January __, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from KemPharm, Inc., a Delaware 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).
SERIES B PRE-FUNDED COMMON STOCK PURCHASE WARRANT KEMPHARM, INC.Series B Pre-Funded Common Stock Purchase Warrant • January 8th, 2021 • Kempharm, Inc • Pharmaceutical preparations • New York
THIS SERIES B PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant” and together with each other Series B Pre-Funded Common Stock Purchase Warrant, the “Warrants”) 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 on or prior to 5:00 p.m. (New York City time) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from KemPharm, Inc., a Delaware 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).
