• ] Shares and Warrants to Purchase [ • ] Research Frontiers Incorporated Common Stock and Warrants PURCHASE AGREEMENTPurchase Agreement • August 28th, 2012 • Research Frontiers Inc • Patent owners & lessors • New York
Research Frontiers Incorporated, a Delaware corporation (the “Company”), proposes to sell to Craig-Hallum Capital Group LLC (the “Underwriter”) an aggregate of [ • ] shares (the “Shares”) of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company and warrants to purchase [ • ] shares of Common Stock in the form attached hereto as Exhibit A (the “Warrants”). The Shares consist of [ • ] authorized but unissued shares of Common Stock to be issued and sold by the Company and the shares of Common Stock underlying the Warrants consist of [ • ] authorized but unissued shares of Common Stock issuable upon exercise of the Warrants (the “Warrant Shares”). The Shares, Warrants, and Warrant Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
