ZOSANO PHARMA CORPORATION and COMPUTERSHARE, INC. AND COMPUTERSHARE TRUST COMPANY, N.A., as Warrant Agent Warrant Agency Agreement Dated as of February 10, 2022Warrant Agency Agreement • February 9th, 2022 • Zosano Pharma Corp • Pharmaceutical preparations • Delaware
WARRANT AGENCY AGREEMENT, dated as of February 10, 2022 (“Agreement”), between ZOSANO PHARMA CORPORATION, a Delaware corporation (the “Company”), and COMPUTERSHARE, INC., a Delaware corporation (“Computershare”), and its affiliate, COMPUTERSHARE TRUST COMPANY, N.A., a federally chartered trust company (collectively with Computershare, the “Warrant Agent”).
ZOSANO PHARMA CORPORATION 51,250,000 Shares of Common Stock and Series F Warrants to Purchase 51,250,000 Shares of Common Stock (par value $0.0001 per share) Underwriting AgreementZosano Pharma • February 9th, 2022 • Zosano Pharma Corp • Pharmaceutical preparations • New York
Zosano Pharma Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to Maxim Group LLC (the “Underwriter”) (i) an aggregate of 51,250,000 shares (the “Shares”) of its common stock, par value $0.0001 per share (the “Common Stock”) and (ii) Series F Warrants of the Company, in the form set forth in Exhibit B hereto, to purchase shares of Common Stock (the “Warrants”). Each Share is being sold together with one Warrant; and each full Warrant is exercisable for one Share at an exercise price of $0.30 per whole share. The 51,250,000 Shares and 51,250,000 Warrants to be sold by the Company are referred to as the “Firm Securities.” In addition, the Company has granted to the Underwriter an option to purchase up to an additional 7,687,500 Shares (together with the Shares, the “Offered Shares”) and 7,687,500 Warrants as provided in Section 2. The additional 7,687,500 Shares and 7,687,500 Warrants to be sold by the Company pursuant to such option are collectively called
VOTING AGREEMENTVoting Agreement • February 9th, 2022 • Zosano Pharma Corp • Pharmaceutical preparations • New York
This Voting Agreement (this “Voting Agreement”), dated February 8, 2022, is being delivered to you in connection with an understanding by and between Zosano Pharma Corporation, a Delaware corporation (the “Company”), and the person or persons named on the signature pages hereto.
