0001213900-21-009157 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 16th, 2021 • Lion Group Holding LTD • Security brokers, dealers & flotation companies

This Registration Rights Agreement (this “Agreement”) is made and entered into as of February __, 2021, between Lion Group Holding Ltd., a Cayman Islands exempted company (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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SERIES [D/E/F] AMERICAN DEPOSITARY SHARES PURCHASE WARRANT Lion group holding ltd.
Lion Group Holding LTD • February 16th, 2021 • Security brokers, dealers & flotation companies

THIS SERIES [D/E/F] AMERICAN DEPOSITARY SHARES PURCHASE WARRANT (the “Warrant”) 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 ________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Lion Group Holding Ltd., a Cayman Islands exempt company (the “Company”), up to ______ American Depositary Shares (“ADSs”), each ADS representing one (1) Ordinary Share (as subject to adjustment hereunder, the “Warrant Shares”). [;provided, however, the exercisability of this Series F Warrant shall vest ratably from time to time in proportion to the Holder’s (or its permitted assigns) exercise of the Series E American Depositary Shares Purchase Warrant as compared with all Series E American Depositary Shares

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 16th, 2021 • Lion Group Holding LTD • Security brokers, dealers & flotation companies • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of February 15, 2021, between Lion Group Holding Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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