0001437749-23-002087 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 31st, 2023 • Panbela Therapeutics, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January 26, 2023, between Panbela Therapeutics, Inc., a Delaware corporation (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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PANBELA THERAPEUTICS, INC. and VSTOCK TRANSFER, LLC as Warrant Agent Warrant Agency Agreement Dated as of January 30, 2023 WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • January 31st, 2023 • Panbela Therapeutics, Inc. • Pharmaceutical preparations • New York

WARRANT AGENCY AGREEMENT, dated as of January 30, 2023 ("Agreement"), between Panbela Therapeutics, Inc., a Delaware corporation (the "Company"), and VStock Transfer, LLC, a New York limited liability trust company (the "Warrant Agent").

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • January 31st, 2023 • Panbela Therapeutics, Inc. • Pharmaceutical preparations • New York
COMMON STOCK PURCHASE WARRANT PANBELA THERAPEUTICS, INC.
Common Stock Purchase Warrant • January 31st, 2023 • Panbela Therapeutics, Inc. • Pharmaceutical preparations • New York

THIS COMMON STOCK 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 [________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Panbela Therapeutics, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole regis

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